Edd:The Spectacular Spider-Man
by Smacky
Summary: Double-Dee is just your typical everyday high school nerd with few friends, frequent bullying, a girl who he has no shot at, and nothing being able to go right for him. Until he is bitten by a genetically-altered spider, giving him amazing powers. Now he will soon discover with great power, comes great responsibility as a costumed crime fighter.
1. Ch1: Spectacular Beginnings

**Hey everyone, starting a new fanfiction here that's been wracking around in my brain for awhile, enjoy.**

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A sound of a alarm clock going off that could be heard threw the entire house, though this did not wake the 16 year old teenager, nor caused him to stir in the slightest. Only a few minutes later did a old man who looked to be in his late sixties enter the room to wake the teen up. The old man was at 5-foot-7 had a baby blue collared shirt on him and some tan khakis, his eye's were brown that would looked kind to anyone even if they were a complete stranger. His hair was white and was receding up to behind his ears, he started to shake the teen who woke up when the man entered but was still pretending to be asleep underneath the covers.

"You're not foolin' me Edward, I know you're awake and it's time for school." The old man had said cheerly shaking the teen to get up. Edd figured it was about time to get up seeing the old man wouldn't quit, he slowly got out from under the covers revealing his black untidy hair, skinny frame, red shirt with purple plaid pajamas.

"Uncle Ben your worse than a room full of alarm clocks." revealing the gap in his teeth, though it was hardly noticeable, Edward had said groggily as he stood up showing he was 5-foot-10. Edd had made his way to the bathroom to get ready for school. He used to enjoy school now he see's it as a regular thing to do just so he can get a job as a scientist. After brushing his teeth, washing his face, and applying deodorant he started to put on the clothes he put out yesterday for school, he was wearing a black and white baseball tee with slime dark blue jeans, black thick frame glasses and mid high Vans. As he threw a dark green cargo jacket over he started to look for something important to his image, his black beanie that had two white stripes going down which he has had since he was a child was on the nightstand next to his bed, as he took one last look at himself to see his hair was poking out of the hat in the mirror when he heard his aunt call him.

"Edward! Breakfast is ready!"

"Coming aunt May!" he shouted as he was grabbing some items for school. Edd quickly made his way down stairs and to the kitchen where he saw his aunt who looked in her late fifties with her hair tied in a bun wearing a black turtle neck, faded jeans and a old beat up wedding ring. As she turned her head to see her nephew, she gave him a smile to greet him as he sat down at the table to eat his breakfast.

"I made your favorite, wheat-cakes!" she said while handing him a plate of his favorite breakfast. He smiled as he dug in to the food his aunt had prepared, the only he looked forward to his high school life were his few friends and his aunt and uncle. He has been living with them since his parents died in a plane crash when he was 12, he was saddened by their deaths, but he wasn't able to shed tears at their funeral due to them hardly being there for him when he was younger but he knew they loved him, they were just to preoccupied by work at Oscorp a multinational corporation which studied in all fields of science, he had planned on working there after college. His thoughts were interrupted by a honk of a car in the driveway.

"That's Ed and Eddy." Edd said while finishing his breakfast and giving his aunt a quick kiss on the cheek. "Thanks for the food aunt May." He said while heading for the door. "Have a nice day Edward." His uncle Ben had said."Got it, You too uncle Ben." Edd walked towards the red 1967 Buick Sport Wagon that Ed was driving while Eddy was sitting in the passenger seat. Ed was now 6-foot-4 and had his hair grown so you can now see his hair was red, he was wearing the same coat as Edd only longer and more worn-out with a Metallica shirt beneath it with black jeans and red Converse.

Eddy had grown to a normal height of 5-foot-6 with his hair no longer just three long strands and started growing it in middle school with him gaining side burns in their freshman year in high school. He wore a tan collared shirt with one red stripe going down the side of his chest with the sleeves folded just below where his arms bend, baggy dark blue jeans with the ends cuffed with dark blue converse with red laces. He turned to see Edd getting in the car with satchel in the back.

"Sup Sockhead." Eddy had been calling Edd Sockhead for years since they were kids."Good morning Eddy, Good morning Ed."

"Good morning Double Dee." Ed said as he was pulling out of the driveway, on the drive to the school Eddy would start talking about how he would be sure this is the year he's gonna make it big while Ed would just agree with and Double Dee asking how he would when all his schemes end in failure and Double Dee has to always bust him out of trouble just as Edd told Double to go screw himself Ed had found a parking space in the school parking lot. All three of the Ed's got out of the car to head to their first period classes, Double Dee said he would see them later due to his class schedule being different from theirs. While Double Dee was walking to class he could hear people cheering for something outside in the plaza in the school gathered around a table to what seem like Kevin lifting some kids face in his food. Kevin had grown to Double Dee's height and had a few few hairs on his chin he was wearing a white t-shirt that showed off his muscles with black jeans with his hat attached to a keychain. Double Dee was walking over when Kevin saw him."Hey! Sockhead take a picture!" Double Dee just looked with a blank stare.

"Put him down Kevin." He said tiredly as he was use to seeing this kind of thing."Come on Sockhead take a picture!" "Please put him down.""Take the goddam picture man." Double Dee knew he was going to regret what he was about to say but it would make forget about the kid he was picking on so he shouted the thing no one should ever say out loud to Kevin. "Put him down Kevinson Euegene Shufflebottom!" As soon he said that the crowd went quite, Kevin just looked at him pissed.

As soon as Kevin dropped the kid he started to walk over to Double Dee."Hey kid are you- Double Dee was cut short by a quick punch to the face courtesy of Kevin."Come on Dork, get up!" Double Dee tried to to get up but was quickly brought down by another punch to the gut."Gah!" Was all Double Dee managed to say."Come on get up!" The crowd kept cheering for the fight to continue "I'm still not taking the picture." Double Dee managed to say while gasping for air. "Stay down dork!" " _God I hate this."_ Double Dee was starting to wonder why he even did this until he heard a girl call out."Kevin!" Double Dee looked up to see Nazz walking over to Kevin wearing a form fitting Rolling Stones t-shirt, black jeans that showed of her ass and a pair of high top Vans and still having her bod hair cut, puberty had been nice to her is an understatement, it was more like it favored her.

"What?" Was all Kevin managed to say while focusing on her. "We still on for after school today, my house 3:30?" She looked angrily at him while asking him the question."I hope you've been doing your homework cause last time I was very disappointed in you." "Look how bout we- "How bout we go to class." Nazz said as she quickly cut him off. "Hm how bout it." Kevin just looked scared as he just nodded and walked to his class as the bell rang. Nazz gave Double Dee one last look to make sure he was okay then she just headed for class. Double Dee was struggling to get up and grab his stuff and hat which fell off when Kevin punched him. "_Freakin Douche bag"_ was all he though when he headed for class.

**First Period: English**

Double Dee wasn't even listening to the teacher anymore as he had already knew this stuff. He kept glancing over to Nazz as she was right next to him in the back, he quickly looked away when she turned her head to talk to him."I though that was great what you did out there." Double Dee only looked at her showing his black eye.

"It was stupid but it was great." Double Dee only smiled while putting his head back into his arms on the desk but still looking at her waiting for her to talk more." You should probably go to the nurse you might have a concussion." She said with a slightly concerned face.

"_God she's beautiful" "-_ur name?" Double Dee quickly shot back towards reality when he heard her ask something "huh?" "Your name, what is it?" Double Dee pretended to look slightly hurt when he hear her ask that "You don't remember my name?" "No' just making sure you know." Double Dee was trying so hard not to smile to much to creep her out "Edward" "Edward?" She said as she raised an eyebrow and smiled "Double Dee" "There you go" she said as she turned back towards the lesson as Double Dee kept glancing at her for the rest of the period.

**Uncle Ben and Aunt May House**

**"**Hey" Double said as he entered the house, threw his stuff on the couch and entered the kitchen to see his aunt cooking up something "Hey there were having meatloaf tonight" "Oh" was all Double Dee said in a worried tone and sat on the counter "What, since when have you not liked my- May stopped her sentence when she saw Double Dee's face "What happened to your face" she asked in a scared tone Double Dee quickly thought of a lie to have her calmed down

"I was skateboarding and i fell I'm alright, really" "Oh goodness Edward" She quickly believed him and went right back to cooking when Ben entered the room with a box full of old trophies and pictures which he set down on the counter "Ben get that stuff off the counter" May said but still not taking her eyes of her cooking "But these are my old bowling trophies" Ben said with a puppy dog look, Double Dee could only look and chuckle at the married couple but then looked down to see Ben had his shoes off and his pant legs rolled up with a puddle behind him, he then looked up and asked his uncle "Where's the flood?" "In the basement I'll need your help" Ben then looked at Double Dee and saw the shiner on his face "How'd you get that?" He asked while pointing at his eye.

"He was skateboarding." May had answered before he got the chance "Why do you kid's do that stuff?" knowing his wife was about to go on a rant Ben quickly answered "Because It's stupid, remember when we were stupid?" "No" "Trust me we were." Double Dee smiled at the old man's comment "I would've loved to see that" "Yeah you, come on i need your help fixing the pipe" Double Dee slowly got off the counter to follow his uncle to the basement, which was full of old boxes that hadn't been opened in ages " So how's the other guy look" "_Figures" _"Whatda mean" "Don't act, I know a sucker punch when i see one" Ben said as he was stacking some boxes "Yes or no am i gonna have to call someone's father." Double Dee just simply shook his head "well then i wouldn't tell your aunt May pity the kid who had to suffer her wrath, so will you be able to help with this tonight?"

"Uh no I'm going to this science exhibit tonight with Ed and Eddy, I can get some tool's on the way home" Double Dee said as he was unpacking one box until something caught his eye, a briefcase. A brown leather briefcase that belonged to his father "Oh yeah i forgot about that thing" Ben said as he looked over "Your dad bought that from your mom, thats how they first met he asked us to keep it safe" Ben explained as Double Dee was looking through it but found nothing.

"Why did he ask you that there's nothing in here?" Double Dee went back to checking it twice hoping he missed something" Your father was very secretive" Ben answered with a sad look on his face but Double Dee didn't notice it because he found a picture"who's this?" He asked while showing the picture to his uncle Ben.

The picture showed two men one with short black untidy hair with thick frame wearing a lab coat who was Double Dee's father, the other had blonde straight hair and also wore glasses just thinner than Double Dee's father and also wearing a lab coat.

"Some guy who worked with your dad i guess" Ben answered while shrugging his shoulder's. Double Dee was about to ask another question but was cut off when he heard his aunt May"Boys! Dinner's ready' It's meatloaf!" Double Dee and Ben both looked at each other with worried face's and started slowly walked back up the stairs.

**3 Hours Later 6:30 pm**

Edd was in his room inspecting the briefcase hoping to find something else when all he could find were the picture, a two calculators, a few bus tokens and some pens"_Why would dad ask them to keep it safe when there's barely anything in here, wait whats this" _He had thought until he found a hidden slot in the briefcase with had a big file in it with two zero's on the side "What the?" Edd was about to go through it until he heard his uncle Ben call "Edward!" "Yeah!" "Your going to be late for that exhibit you said you were going to!" Edd was quickly hiding the stuff from his fathers briefcase to try and not worry his uncle and aunt incase they came to his room._  
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"Be down in a sec!" Double Dee shouted then quickly threw on a hoodie that was orange in the middle and dark blue on the arms and hood he was making his way down stares buckling the belt on with his slim black jeans when the phone in his back pocket started ringing only to pick it up and see Eddy calling "Hello Edward speaking." Answered while tying his converse"Hey Sockhead" "Greetings Eddy, are you and Ed ready to go to the exhibit, their displaying the new Particle Dispe- "Yeah the thing is Double Dee" Eddy interrupted"Me and Edd are trying this new club down my brother's apartment "

Double Dee could only angrily exhale "It's ok Eddy, you and Ed have- "Eddy! They have what they call a gravy room!" "Woop, sorry Double Dee gotta go, Ed " -Click-"fun" Double Dee finally finished his sentence with a blank expression "I'll just go alone then" Double Dee said while grabbing some bus fair.

**Oscorp Science Exhibit 6:50**

All Double Dee could do was just stare in awe at all Oscorp tech designed and invented by people just like him that he didn't even notice the founder of this very company was watching him, wearing a full black suit with a white dress shirt and red tie, his face had wrinkles displaying his old age with his short red curly hair."Impressive isn't it." He stated like he was boasting instead of asking Double Dee if it was."Very, Mr. Osborn" He confirmed while taking quick glances around the room but also keeping watch on Osborn.

"I hope your looking forward to the display of our new Magnetic Flight system?" Osborn asked walking to the elevator with Double Dee walking right next to him

"Yes, may i ask who came up with the designs for such a complicated piece of tech, it must have taken a life time to figure this kind of thing out?" Double asked with a smile on his face so wide you can see his gap.

"Oh I did." Osborn confirmed while stopping at the floor 44."You see I came up with it when I- "OSBORN!" Osborn explanation was interrupted by a man walking towards Osborn at a very fast pace, the man who looked in his early 70's was wearing a wrinkled black dress shirt, black slacks and dirty dress shoes, the man was bald with a nose that stuck out like a bird's beak.

"I have a bone to pick with you!" The man yelled in Osborn's face while pointing at him."Sorry about this Edward, I'll catch up after I deal with this." Osborn said looking at the teenager."Just go down this hall, take a left and it should be room 324." Osborn said pointing down the hall. Double Dee started walking away before taking one last look at the two business men.

"I, Adrian Toomes showed you my Magnetic Flight System 6 months ago, you and the board turned it down, NOW YOUR PUTTING IT ON DISPLAY!" The old man angrily shouted, luckily no one was around so Norman can set things straight." Listen here you old buzzard." Norman said with a annoyed look on his face."You have no solid proof that you were the one who came up with it, even if you did who's gonna believe you? If you didn't discover anything as a young man, how could you discover something as an old one." Toomes face just seemed to get angrier with every word."Now, get out of my building before I call security, wouldn't want to make yourself anymore of an embarrassment." Toomes just gave Osborn one last angry gaze before he turned around and headed towards the elevator."_This is not over Osborn."_

**Meanwhile at the same time Osborn and Toomes were having a talk**

"_Let's see let's see, room 324 where is it." _Double Dee thought to himself while searching for the room, but was having no luck. "_Maybe I can ask for help through this door." _He thought as he looked at a random door. Double Dee would slowly turn the knob and opened the door slightly to see if anyone was in the room, he could clearly see this room hasn't been used in a while as the room was full of cobwebs, there was some smell and the equipment in the room looked old compared to other Oscorp tech, but still none of the less advance."_Messy Messy Messy." _Double Dee thought as he still hated mess, but became more tolerable of it over the years.

Just as Double Dee was about to leave something on the floor had caught his eye. A broken picture frame, as he got a closer look at the picture, he was shocked to see who was in it, his father and Mr. Osborn. "Dad?" Edd whispered as he started to look around the room to search for more clues."_Maybe there's something behind the desk."_ Double Dee stated to look through all the drawers of the desk but couldn't find anything and started to look under the desk."What's this?" Edd said as he noticed a strange device attached to the underside of the desk. As soon as he touched the device he felt a small prick in his finger."OW!" Double Dee shouted as he pulled his hand back and sucked the blood of his finger. "What the-" **"DNA sample accepted, welcome back Doctor Richard." **The device under the desk said before a secret hidden door behind Double Dee opened to reveal multiple containers with dead spider's in them"_What the, their all dead?" _Double Dee was so focused on the containers of dead spider's that he didn't even notice that one spider wasn't dead and was making it's way up Double Dee's leg, to his arm and eventually bitting him on the hand and injecting it's venom into his bloodstream.

"GAAAAAAAAAAAAAAAAAAAHHHHHHHHHHHHHHH!" Double Dee shouted at the pain the spider had caused by the bite, and taking a quick look at the spider, which was now dead. Double Dee was then starting to feel sick and started to get out of the room and back to the elevator before running into Mr. Osborn. "Edward, where are you going?"

"I'm sorry Mr. Osborn my head feels strange I-I need some air." Double Dee had quickly explained before running towards the elevator again and pressing the bottom floor button."Boy must have a weak stomach." Osborn had simply scoffed off as he made his way down the hallway before noticing Double Dee's father's office door open and checking inside to see nothing abnormal as the secret door was no closed."Mmmmmmm" Osborn said before closing the door and heading to the display of the new tech.

**A few blocks away from Oscorp**

"Oh god what's happening to me, I feel weak but yet different." Double Dee mumbled to himself as he was making his way to the cross walk so wrapped up in his thoughts that he didn't even notice the speeding car coming his way honking, Double Dee noticed the car just in time to jump out of the way."WATCH WHERE YOUR WALKING IDIOT!" The driver had shouted to Double Dee who was nowhere to be seen on the ground as he noticed he jumped high up on the side of a building and what was shocking him even more was that he was sticking to the walls.

"Wha-wha-what?" Double Dee could only mutter at what he was doing before he started to climb up the wall."How am I doing this, humans can't do this, we-we can't." Double Dee started to talk to himself pondering how he was doing this before making his way to the top and grabbing on the a metal pipe attached to the building, but easily crushing it in his hands as If it was paper. Double Dee started to realize that the spider is what caused him to gain these abilities. "I need to get home." Double Dee said as he jumped off the building and landed on the street unharmed and started to run his way home.

**Uncle Ben and Aunt May's house**

Double Dee ran all the way home in only a few minutes without taking a break or a cab, but for some reason he was sweating as he made his way through the door and closing it."Edward, is that you?" His Aunt May asked from the kitchen in her night gown."Yeah Aunt May, It's me." Double Dee replied as he made his way up stairs."I'm just gonna go to bed, I'm really tired." "Okay, good night." Double Dee heard his Aunt May say before taking off his shirt and jumping on his bed quickly falling asleep.

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**So, did you like it, please leave a review if you have an suggestion or if you just want to give a compliment, see ya.**


	2. Ch2: Great Power, Great Consequences

**Hey everyone, hope you have your diapers on, cause your about to crap your pants...okay no your not but please leave a review.**

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Double Dee would be woken up by the sound of his alarm clock going off with the usual annoying beep sound that aggravated him so much for years before flipping the blankets off of him and hitting the alarm clock with barely any might but was smashed easily due to the strength he gained from the spider bite he received yesterday at Oscorp. Giving the alarm clock a long look before getting up and stand in front of his mirror but not looking at his reflection due to there still being sleep in his eye's. He started looking for his thick frame glasses barely opening his eye's but somehow knew where everything was as he finally found his glasses and putted them on but noticed his vision seemed to blur when he tried to put them on."_Strange, I wonder if this is also due to the spider bi- _His thoughts were soon cut off as he gave himself a close look in the mirror to see his body has also changed as he now had a slim toned with broad shoulders and a six pack growing."_My goodness, my body looks like Channing Tatum's!" _Double Dee though as he gave himself a quick inspection twisting to all around to also see he had some impressive back muscles."Eddward!" His Aunt May yelled from downstairs as she would every morning."Yeah Aunt May?" Double Dee shouted in response but not turning away from the mirror."Hurry up and get ready your friends will be here in 30 minutes!" Double Dee realized it was almost time for school but not knowing it due to him destroying his alarm clock."Yeah, thanks Aunt may!" Double Dee started to rush to the bathroom to brush his teeth but when he grabbed the tooth paste, it shot all over the mirror due to him not being able to control his strength." Oh this is going to be tough."

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**30 minutes later**

After scrapping what was left of the tooth paste off of his mirror and gently trying to open the door, not trying to destroy the doorknob and putting on a dark blue oversized Merona brand sweater with a woodchuck on it over a plain white shirt with some black jeans and red low top Vans. The sweater did a good job of covering Double Dee's newly acquired muscles, but if he took it off, the plain white shirt showed off his muscles that any girl walking by would stare at him. "Okay, don't want to show off my muscles just yet, I don't want people thinking I'm on steriods." Double Dee soon heared a loud honk of the car his friends were driving to pick him up.

"Just a second!" Double Dee shouted from his window down to his friends before grabbing his bag and heading downstairs to say goodbye his uncle and aunt.

"Bye Uncle Ben, Aunt May." Double Dee said as he was exiting the door.

"Bye Eddward." His Aunt May had said looking over from the kitchen.

"Have a nice day kid, don't stick beans up your nose." His Uncle Ben said jokingly as he was reading the Daily Bugle.

"Bye Uncle Ben." Double Dee chuckled as he exited the door to his friends car and headed off to school. Along the ride, Double Dee started to wonder weather he should tell them of his certain predicament but decided against it as he wanted to keep this a secret a little longer. As they pulled up to school Double Dee noticed Nazz along with her friends and with Kevin's arm around her looking disinterested in the conversation they were having.

"Yo, lover boy." Eddy said gaining Double Dee's attention.

"What is it Eddy?"

"Did you do the geometry homework last?" Eddy asked while giving a sly grin as he been asking for Double Dee's homework for years now. Double Dee gave out a short sigh before digging through his bag and giving Eddy his homework so he could copy before the bell rang. As soon as Eddy gave Double Dee his homework back the warning bell rang signaling that the students had only five minutes to get to first period. The three Eds hoped out of the car and soon went their separate ways to class. Double Dee stopped at his locker to get his book not knowing that Kevin, Nazz, Rolf, Johnny and a few other friends were behind him in the hallway. Kevin soon saw Double Dee and decided to mess with him a little and took out a basketball.

"Hey guy's watch this" Kevin said gaining the groups attention seeing he was about to throw the ball at Double Dee's head.

"Kevin, don't." Nazz said with a stern voice as she didn't want to see Double Dee get picked on again.

"It's gonna be funny, watch." Nazz was too late trying to stop Kevin for a second time as the ball was already hurtling towards Double Dee's head. It was then that Double Dee got a strange feeling, more like a tingling sensation in the back of his head as time started to slow to him as he quickly moved his head out of the way of the ball being thrown. Double Dee would then turn around to see the shocked faces of Kevin, Nazz, Rolf, Johnny and a few other onlookers, he then went back to getting his books out of his locker and darted down the hall. As he looked back, he would see most of the onlookers and Kevin's group of friends already forgot what happened, except for Nazz as she was laying in on what Kevin did.

"_What was that, it was like some tingling sensation in the back of my skull." _Double Dee started thinking while rubbing the back of his head while just getting into class.

_"I wonder if dad's files have anything on this? After school I'm heading straight home." _Double Dee's mind wandered in and out of class wondering what else he could do and what he could do with it.

**Third Period Gym**

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Double Dee was now on his fourth lap on running the track and was still running strong as he was in the lead. He was wearing some baggy sweats and a sweatshirt hoodie which did a great job of covering his muscles. Double Dee noticed he wasn't even tired yet and had been running the whole time and hard as even Kevin couldn't keep up with him.

"_Amazing strength, speed, stamina."_ Double Dee was overjoyed at the changed his body has went through. He started to think what he could do with his newfound powers of his. He was starting to think of ways to get paid with his powers to get the car he's been wanting for awhile but couldn't afford due to his family being in a poor position with his uncle Ben being the only one to provide for the family of three, and the world today doesn't have much use for an old man. As Double Dee was deep he hardly noticed that the coach had just called everyone back to the lockers to change before the bell rang.

"_Maybe I can showboat my powers on some talent show, or sign up for boxing for some prize money." _Double Dee thought.

Double Dee was soon out the locker room as he headed to the usual empty table where he and the rest of the Ed's would sit. Double Dee soon started to eat the lunch his aunt May packed him while looking around for his friends when he spotted Nazz again by herself. She was wearing a black headband with a form fitting short sleeved pink and white baseball tee with some bracelets and armbands on her arms, black skinny jeans that showed of her wide hips with rips in them that showed her knees and a little of her thighs with black and white Chuck Taylors. She soon saw Double Dee looking at her and gave him a smile and wave, to which Double Dee waved back and also gave a smile. Double Dee's happiness wouldn't last as Kevin showed next to Nazz, gave her a quick makeout session and turn their backs on Double Dee and headed to their table, but not before Kevin gave Double Dee a quick glare. Double Dee turned back to his lunch with a sad expression but quickly turned it into a slight smile when he saw the rest of the Ed's coming towards his table.

"Greetings Ed, greetings Eddy." Double Dee said to his friends while they were starting to sit down.

"Hello Double Dee!" Ed greeting Double Dee almost shouting with the same goofy dumbfound smile everyone was use to seeing.

"Sup Sockhead." Eddy lazily greeted as he was already sick of the school day. Ed was wearing a dark green hoodie that was halfway zipped up showing his fully black shirt and black jeans with red converse. Eddy was wearing a short sleeved red and white baseball t-shirt, light blue jeans and red nike blazer high suede vintage sneakers. The three Ed's went on talking about various things throughout the lunch period.

" So me and Ed are going to a wrestling match next week, you wanna come with us?" Eddy said asking Double Dee.

"Wrestling match?" Double asked gaining his curiosity.

"Yeah it's this whole match of random people going up against _the_ Crusher Hogan, basically anyone can challenge him for some prize money." Eddy said while looking through his backpack for a poster to show Double Dee which showed a huge muscular man with an angry look on his face which on the bottom said one-thousand dollar prize.

"There's a thousand dollar grand prize!" Double Dee exclaimed at the opportunity that was present before him.

"Yeah, but i don't think anyone's gonna be able to beat him." Eddy said while putting the poster back in his backpack. " So, are you gonna join us to see a bunch of idiot's get killed?"

" Sorry guy's, I won't be able to make." Double Dee lied for he knew he would be there, but not in a way they would think. Eddy gave Double Dee a curious look before going back to acting his normal self.

"Suit yourself." The rest of the day almost went by in a flash for Double Dee as he made his way home to start working on a suit to fight in the match.

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**Uncle Ben and Aunt May's House**

Double Dee had stayed up late for the past three day's making a suit for the wrestling match due to him only being in high school and wouldn't want his dear aunt and uncle worry if they found out. The suit had a black beanie, red ski mask with black thin sunglasses so no one would see his eye's with a black sweater with a red spider on it and black pants. Double Dee was just finishing a new device he invented called web shooters, thanks to a nylon specially made from Oscorp that has the tensile strength of a spider's web with some chemical ingredients to add stickiness of one, which when come's into contact with air, form's a strong adhesive.

" Alright, that should do it." Double Dee said as he marvel at his new invention(imagine the web shooters from the comics.)Double Dee also had been studying the papers of his fathers research, what he found out was that his father created the spider's by genetically giving all different abilities of spider's to form some kind of super one, but it never made to human trials. Double Dee would later hear a knock on the door and quickly try to hide his costume and the web shooters.

"Come in." Double Dee said on his bed trying to act as natural as he can reading a old sic-fi comic book. Aunt May and Uncle Ben would soon enter with May having a package wrap up in her hands.

"Eddward were not bothering you are we?" Aunt May asked with a smile.

"No Aunt May, what is it?" Double Dee asked noticing the package in her hands.

"We've know you've had your eye on that new microscope all month, so we saved up a little money and bought you it." Aunt May answered, giving the package to Double Dee for him to open it up and indeed see it was the new microscope he wanted.

"Aunt May, Uncle Ben, I don't know what to say, you guy's are the greatest." Double Dee said in joy, gazing at his new present with amazement.

"Were glad you like it Eddward, now go to sleep soon, it's a school night." Uncle Ben had said to Double Dee as him and his wife exited the room.

"Got it Uncle Ben, love you guy's, good night." Double Dee said to his loving Aunt and Uncle.

_"Those guy's are the best loving people I could ever ask for, the world could hang for all I care, but I'll make sure they live easy."_ Double Dee thought as he went back to start practicing on his web shooters.

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**Four Day's Later**

Double Dee would get a ride from his Uncle Ben to the library saying he needed to get some studying done, but in truth the library was near the place where the wrestling match would be at.

"Thanks Uncle Ben I'll call you later." Double Dee said as he was rushing out the car but couldn't due the door being locked and met with a strange look from his uncle.

"Edward you've been acting strange lately, is something bothering you?" Ben asked with concern and worry for his nephew in his voice.

"Yes, Uncle Ben, I'm fine." "Are you sure?" "Yes." Double Dee said while looking his uncle in the eye, but then started to think as his sudden powers have been bothering him lately but couldn't tell his uncle of them as he would probably have a heart attack.

"Uncle Ben?" Double Dee started getting his uncle's full attention."If you could do something better than anyone else, it wouldn't be wrong to... cash in on your talent's right?" Double Dee asked hoping for a good answer that his uncle would always give.

"Well son that depend's on what kind of talent's were talking about." His Uncle Ben said not really the kind of answer he expected, Double Dee was soon going to get out of the car, but was stopped by his uncle again.

"Look kid, I went through the same thing at your age." "No, not exactly." "Anyway's your changing, into the man your going to be, and just because you can do something doesn't mean you should, with great power comes great responsibility." Double Dee started giving a deep thought to those words and later got out of the car and started heading to the library only to leave when his uncle was gone and head to the wrestling match. Double Dee was soon at the sign up sheet, starting to get nervous and hoping he didn't stood out as much in his costume. A wide load of people came to take on the challenge, but none of them had been able to take Hogan down, and it was soon to be Double Dee's turn. He started looking around the crowd to see if Ed and Eddy showed up and would soon spot them in the middle row seats.

"Excuse me sir?" The secretary said calling Double Dee to his attention.

"Yes?" Double Dee said giving her his full attention.

"Go that way to the wrestling match, have you sign all the legal document's binding you so that you won't sue the place if you end up...dead?" The secretary said nonchalantly as she has probably said this over a dozen times by now.

"Yes." "Good, please step that way." Double Dee did as he was told and waited for his turn. It was almost time for his round as the last guy was being carried away screaming in pain.

"LADIES AND GENTLEMEN, WHO NEXT SHALL BE THE PERSON, OR VICTIM TO STAND AGAINST THE UNDEFEATED LEGEND...CRUSHER HOGAN!" Double Dee soon step up with a crowd of people boing him due to them seeing numerous people get massacred by the huge, bulking wrestler. Double Dee soon jumped in the ring and started to speak in the mike full of confidence announcing his name to the people.

"I dare... the Spider-Man dares!" The referee soon put his hand over the mike so that people wouldn't hear him.

"You sure kid, I like the gimmick, but it's useless if crusher crushes yah?" Double Dee gave little thought to it as he remembered the prize money.

"Thousand bucks if i win?"

"There are a few... caveats, but yeah" The referee said, trying to not put much definition on the caveats part.

"Then I'm in!" Double Dee said ready to go.

"LADIES AND GENTLEMEN, I GIVE YOU THE SPECTACULAR SPIDER-MAN!" The referee shouted into the mike, commencing the match with soon steel cages started to form around the ring, much to Double Dee's surprise.

"Woah, wait, no one told me this would be a cage matc-" Double Dee was soon cut of from his sentence as his spider sense was tingling and saw that Crusher was charging at him and to be slammed on steel cage bars.

"I don't like picking on the little guy, but hey if you want me to make this easy for you just say so." Crusher said with an arrogant smile on his lips waiting for some kind of beg.

"Thanks Crush, but I'm fine, heck one might even say great!" Double Dee said as he soon pushed Crusher back easily due to his superhuman strength. Crusher soon started charging at him again but soon Double Dee would easily jump over him and kick his back making Crusher fall on the ground. Ed and Eddy who were in the crowd, were amazed at this newcomers ability's and the fact that he was able to get Crusher down.

"Boy that Spider guy can fight huh Eddy!" Ed shouted to Eddy over the noise of the crowd but still not taking his eye's off the ring.

"He sure does, Socked doesn't know what he's missing!" Eddy confirmed with Ed and soon turning back to the fight. Crusher was soon looking for his opponent, who had seem to disappear.

"Hey, where'd you go!" Crusher had shouted looking all around the ring."Yoooo Hooooo." Crusher would look up at the ceiling and see Double Dee clinging to the bars to his and the crowds amazement.

"What the, get down from there!" Crusher shouted at the wall crawler while jumping and trying to reach for him.

"Well that's one way to do it but." Double Dee would then use his fully develop web shooters to aim at the wrestlers back and bring him up off the ground.

"Gah, what is this stuff?!" Crusher asked in anger trying to also get the stuff off his back but would also find his hands sticking to it.

"Just another example of my spider awesomeness." Double Dee would answer arrogantly while also dropping him to the ground knocking Crusher out, and winning Double Dee the match, much to the crowds shock and amazement. The caged would soon rise and Double Dee dropping onto the ring to the cheers of his new fans and to the referee running up and lifting Double Dee's arm in victory.

"LADIES AND GENTLEMEN, I GIVE YOU THE NEW CHAMPION, SPIDER-MAN!" The referee shouted into his mike for the people to here. Even though you couldn't see it, Double Dee was smiling fiercely under his mask at his victory against a man who he couldn't have possibly fought a week ago.

* * *

Double Dee was soon walking down the hallway to the referee's office to claim his thousand dollar prize money with his mask still on as he wanted nobody to find out he's underage and wouldn't qualify to enter the match in the first place.

"This is great kid, all you have to do now is sign a contract with me and you get your prize." Double Dee was shocked at the realization at the fact that he would have to sign a contract, as he thought this would only be a one time thing.

"Woah wait a minute, I'm not signing some contract." Double Dee said stopping in his tracks.

"Hey no contract, no prize money, I told you there were caveats." The referee said while walking away already forgetting the wall crawler.

"But thats not fair!" Double Dee shouted at the referee about his trickery.

"Not my problem" The ref said nonchalantly while walking into his office. Double Dee would later walk back to the elevator not noticing a strange man walking into the ref's office and stealing all the money. Double Dee was waiting for the elevator when he heard a bunch of noise that sounded like a struggle. He would turn to see a man running away with a duffle bag with the ref following behind him.

"Hey kid, Spider-Man stop him!" But his pleas for help were useless as Double Dee step aside to let the burglar in the elevator, with the burglar giving Double Dee a nod of thanks. The ref would start pushing the buttons on the elevator door hoping to find some way to slow the thief down but to no luck and would look at Double Dee with an angry stare for letting him get away.

"You could have torn that guy apart, even if you'd stop him for a second he wouldn't have gotten away!" The ref started yelling at Double Dee.

"Not my problem." Double Dee said repeating the words said to him earlier. The ref could only stare in anger at having his own words used against him.

* * *

**Outside the Library, Nighttime **

Double Dee had been waiting for Uncle Ben for thirty minutes but still hasn't shown even though he said he'd be on time. Double Dee took a good look around for his uncle's car but still no sign.

"_Great, no money and no ride, Uncle Ben said he would be here and he won't even pick up on his phone, guess I'd better walk."_ Double Dee soon started walking towards the bus station until he saw a bunch of people gathered around something who the cops were keeping away. Out of curiosity, Double Dee would take a look at what was everyone so ramped up about, but much to his horror he would see that they were gathered around his Uncle Ben lying on the sidewalk with a ton of blood pouring out from what looked like a gunshot wound.

"Uncle Ben!" Double Dee would shout out pushing past the cops who were keeping the people away and rushing to kneel by his uncle's side.

"E-Eddward?" His Uncle Ben called out weakly to his nephew.

"I'm here Uncle Ben, I'm here." Double Dee said, tears pouring from his eyes at his uncle's pain.

"Eddward." Uncle Ben said with one last smile before going limp. Double Dee panicked and started checking his blood pulse and his breathing, horribly realizing his uncle was dead. Double Dee was overcome with grief until he heard a conversation between two cops.

"We've just got word that the guy who shot the man is at over in the warehouse district, we've got men surrounding the place as we speak." Double Dee's grief soon became anger as he now knew where the man who killed his uncle is, and wouldn't leave the police to handle it.

* * *

Double Dee was soon standing on top of a building looking down at the busy street below in his wrestling out fit, he was scared this wasn't going to work, but he didn't care as he wanted the murderer who took his uncle Ben. Double Dee soon jumped off the building falling towards the busy street and was about to hit the pavement until he shot a webline at a near building and started swinging from it, firing one after another until he was going faster than the cars on the street below him, as he started making his way to the warehouse district, he saw at least a dozen of police cars gathered around this old dusty warehouse building and what looked like his uncle's car that was crashed into the fence.

"_His car!... This man killed my uncle, FOR HIS LOUSY CAR!" _Double Dee was filled with rage over the fact that this man took a life over something as trivial as a car. Double Dee soon busted in through one of the top floor windows to see a silhouette of man with that appeared to be a gun in his hands, as the man tried to aim the gun at the random intruder, Double Dee shot a web pellet at the gun, sticking it to the man's hand and preventing him from firing it, Double Dee then got uncles and started beating the man senseless while yelling at him in rage.

"WHY, WHY, YOU TOOK THE LIFE OF A GOOD MAN, A MAN WITH A LOVING FAMILY AND YOU DID IT FOR HIS CAR." Double Dee soon stopped beating the man and grabbed him by his shirt and slammed him against a window, shattering it, with the police light's now showing the man's face which seemed to be familiar to Double Dee.

"Wait a minute, that face." Double Dee said as he got a good look of the man who he realized was the same thief who he let go earlier that night. Double Dee realized it was his fault that his beloved uncle is now dead, if he had only stopped him, his uncle Ben would still be around.

"No, it can't be you it can't." Double Dee soon let go of the man dropping him to his death, but was soon saved by a web and was now hanging upside down for the police to stare at in confusion.

"Help, take me in, I did it, just get me away from him!" The burglar shouted in terror as he didn't want to be beaten on again from the masked stranger, but as the police shined the light at the broken window, Double Dee was already gone heading home in despair.

* * *

Double Dee was outside of his house with police cars outside probably telling his aunt May of his uncle's demise. Double Dee soon entered inside his house once the police left after filing official reports to see his aunt May fighting back tears in the kitchen table. She didn't notice Double Dee's presence until he closed the door, She turned her head quickly to see Double Dee in tears.

"Aunt May." Was all Double Dee able to say before they rushed to the other crying in each other's arms as they had lost a beloved family member.

* * *

**Sorry this took so long, I'll try to get the other chapter done as fast as possible, please leave a ****review or fav/follow, Happy New Year!**


	3. Ch3: New Suit, Old Friend

**Hey everyone, here's the third chapter, enjoy.**

* * *

It had been a week since Uncle Ben's funeral, three weeks since Double Dee and Aunt May lost their beloved uncle and husband. Aunt May and Double Dee were the only ones to show at the funeral since they didn't have much living relatives left. Ed and Eddy tried all week to cheer Double Dee up and there were even a few moments where Double Dee would genuinely laugh, but they knew it would take time for him to heel. Even Kevin laid off Double Dee when the word got out about his uncle's death, Nazz at one point hugged Double Dee during the week to show her sympathy. As for Double Dee, he couldn't stop thinking about the event leading to his uncle's death as it was the same burglar Double Dee let go that would eventually kill his uncle to steal his car. Double Dee just kept laying in his bed after school most of the time thinking of different scenarios to stop the thief before he got to the elevator, while he was deep in thought he didn't notice his aunt entering the room.

"Eddward?" His Aunt May called getting his attention and snapping out of his thoughts.

"Is there anything special you'd like to eat tonight?" Aunt May asked with sweetness in her voice. Her eyes were red from all the crying yet she was keeping a straight face and smiling at her nephew to not worry him.

" No thanks Aunt May, I just want to go to sleep." Double Dee said while walking over to give her a kiss on the cheek and a hug as he saw that she was in pain.

"Okay Eddward, just ask me if you need anything." Aunt May said then exiting out the door.

"_How could a woman like that be so fragile but so strong at the same time."_ Double Dee thought as he climbed in the bed while also thinking of the times his aunt had stayed strong for him all throughout the week. Double Dee couldn't get any sleep as the time kept passing by and so he got up, put on the clothes he made for the wrestling match and climb through the window and started to websling. As Double Dee was swinging through the city he suddenly heard a cry of help down on the city streets and looked to see a store clerk was being robbed.

"HEY, HELP, THIEF!" The clerk cried out, hopefully getting someone's attention to help catch the thief, but no one was responding. Double Dee's uncle's last words then crept into his mind as he starred on to the scene.

"With great power, comes great responsibility." Double Dee whispered at the memory of his late uncle. Double Dee then turned around and jump straight on the side of a building and shot a webline at the thief to pull him back and hanged him from a city street light by both feet.

"WHAT THE HELL IS THIS, SOME ONE GET ME DOWN, HELP!" The thief cried out as he was trying to get himself down. Double Dee soon got down onto the city street and picked up the bag of money the thief had dropped when Double Dee caught him and gave it back to the store clerk who could only look at what just occurred to him in confusion.

"Gave back just a little too much change did we now sir." Double Dee joked giving the bag of money back to the store clerk who kept looking back and forth between the man hanged by a web and the masked stranger who was giving him a bag of money.

"Thanks, who- who are you?" The store clerk asked.

"Me, while I'm just your friendly neighborhood Spider-Man!" Spidey answered as he swung away from the scene as everyone looked on in amazement. Throughout the rest of the night Double Dee kept stoping crimes ranging from purse snatchers to car thefts, even some store robbing's. Double Dee would later return home exhausted by his actions of heroism tonight thinking his Uncle Ben would be proud of him. Double Dee would then snuggle into his bed trying to catch a little sleep for school today.

* * *

**Unknown Work Lab**

Sounds of machinery filled the room as we see Adrian Toomes, the man who created the Magnetic Tech Flight System was working on some kind of suit focusing intensely on it. The old man was angered at Osborn for stealing his tech and firing him after all his life's work, but this did not mean Toomes would let it end like this as he now was hungry for revenge.

"It's almost finished, I'll make them see my genius and get back at that wretched Osborn yet." Toomes said as he went back to completing what he was working on determined to make Osborn pay.

* * *

**Midtown Peach Creek High School**:**Lunch Period**

Double Dee was sitting in his usual spot at the lunch table where he and and the other two Ed's would sit waiting for them. Eddy was wearing a oversized grey sweater to hide his muscles, slim dark brown pants, and black converse. Double Dee was still a little tired from staying up late last night stopping one crime after another and soon rested his head on the table hopefully to catch some sleep until he a hand slammed on the table waking Double Dee up to see it was Eddy.

"Sockhead you've got to see this!" Eddy said frantically as he showed Double Dee a copy of the Daily Bugle front page with the headline **Spider-Man:Crazed Vigilante **with a blurry picture of Double Dee in his Spider-Man clothes swinging away from a couple of webbed up car thieve's.

"Ok, so?" Double Dee asked pretending not to care so he wouldn't give himself away.

"So!, This is the guy who fought Crusher Hogan the night me and Ed-" "Ed and I." Double Dee said correcting him in the middle of his sentence. Eddy simply looked at him for a moment and then continued his sentence.

"Ed and I, went to that wrestling match, and this guy won by a knockout! Now this guy's hunting criminals, even for you Sockhead thats gotta be cool." Eddy said while not taking his eyes of the blurry picture of Double Dee's Spider-Man clothes. Double Dee amused himself at the thought that Eddy finally found something Double Dee did was cool and couldn't even tell him about it.

"The Daily Bugle's calling him a menace though." Eddy said reading the article next to the picture. Double Dee then expressed shock at the fact that even though all he did was help, the paper would call him a menace.

"What, but didn't he do was just help people." Double Dee asked acting nonchalantly.

"Yeah but this article says differently." Eddy said while giving the paper over to Double Dee so he could read it. Double Dee would only be a few sentences in to find out that even though they say he did stop criminals, they call him suspicious and threatening the lives of civilians.

"What!? That doesn't seem right, maybe he just wants to help!" Double Dee said with a little anger in his voice, which did not go unnoticed by Eddy.

"And here I thought you didn't care." Eddy said jokingly

"I don't, but I'm saying they shouldn't judge to quickly." Double Dee said trying to remain calm and not give Eddy any clues. Double Dee would turn his head over to the popular kid's table to see Kevin, Rolf, Johnny, Jimmy, Sarah, the two of the three Kanker sisters Lee and May who were popular thanks to their body's filling out nicely but were still feared.

"_That's strange, where's Nazz?" _Double Dee thought while looking around the food court.

"You probably won't find Nazz at that table anymore." Eddy said while looking at some site on his phone.

"What do you mean?" Double Dee asked Eddy

"You didn't hear, Kevin and Nazz broke up." Eddy said while still not looking away from his phone. Double Dee quickly turned his head at Eddy in shock of the answer.

"They got in some huge fight, Kevin keeps saying he dumped her, but we know he wouldn't." Eddy continued while turning his head to see Double Dee smiling at the news.

"Someone's happy." Eddy said with a smirk as Double Dee was trying to stop smiling and keep a straight face but with no apparent luck.

"Hey, what happened to the gap in your teeth?" Eddy asked as he noticed that indeed that Double Dee's signature gap was gone.

" I-uh-got a retainer." Double Dee lied quickly. Double Dee didn't realize that his powers also fixed the gap in his teeth. Before Eddy could ask another question Ed would return from detention for a reason no one really cared about and started talking to Eddy. Throughout the rest of the school day Double Dee kept thinking about what he did last night and how he helped multiple people, but he also wondered why'd the Daily Bugle would call him a menace.

"_Now that I think about it, the suits not really trustworthy."_ Double Dee thought as he kept looking at the blurry picture of himself.

"_Maybe I should make a better suit, make it more iconic, that should be able to get some people's trust."_ Double Dee thought as he just entered his last period class.

"_Maybe some spandex will be a better solution to normal clothing, and I could make a few extra batches of web fluid incase I run out." _Double Dee started immersing in the thought of a new suit and started drawing a few ideas for the new costume. Little did Double Dee know was that Nazz was sitting a few seats away and noticed Double Dee's not even paying attention to what the teacher was saying.

* * *

**A Few Days Later:Double Dee and Aunt May's House**

A knock came to Double Dee's door when he was in the middle of making his new Spider-Man suit.

"Eddward?" Aunt May called from the other side of the door listening to sounds of things bumping into each other and Double Dee eventually unlocking the door.

"Yeah Aunt May?" Double Dee asked trying to look as casual as possible. His Aunt May would soon enter the room and sat down on his bed and patted the space next to her gesturing Double Dee to sit next to her.

"What is it Aunt May?" Double Dee asked sitting down next to her with a confused expression.

"I owe you an apology." Aunt May said looking directly into Double Dee's eye's.

"An apology for what?"

"For letting you sit up here all the time, not talking to you myself and trying to act like everything's normal, you're **my **boy. And if something's the matter, well I should talk with you about it myself." Aunt May said with a look of concern which only touched Double Dee. After a moment of silence Aunt May started to speak again.

'So, where do I start... did you and your uncle ever have the talk about becoming a man?" Double Dee became embarrassed by the fact that his aunt was just about to give him the talk and shot up on his feet.

"Aunt May!"

"Oh my, not that talk. I mean his talk about power and responsibility." "Ah. That talk, yeah a lot." Double Dee sat back down next to his aunt.

"But do you know what he meant by it? Ben felt we've all been given gifts, and that it's our responsibility to share them with our friends, neighbors, and fellow man, but did you ever ask yourself what his gifts were? One was **heart, **Eddward. That's the gift that, once someone truly shares it with you, you want to share it with everyone else. He-he admired you Eddward and he always said your greatest gifts were that you were so smart, so driven, but he was wrong. Cause you have his heart too, and his other gift too...his a.. ahh... ahh. ah. "Aunt May?" Double Dee asked concerned for his aunt sounding as if she's breaking down.

"CHOO!" Aunt May sneezed with a pair of novelty teeth falling out her hand which was covering her mouth.

"AHHH!" Double Dee shouted scared thinking her actual teeth fell out until they started moving and seeing the winder attached to it. Double Dee would then look at his aunt in a stunned expression before bursting out laughing.

"Gotcha!" His Aunt May said proud at her prank. "Ha Ha Ho-Ah-Uh, Aunt May that was priceless!" Double Dee said calming down from the laughter.

"The look on your face! Haven't heard you laugh like that for some time." Aunt May said

"Not since, well you know." Double Dee said remembering the night his uncle died.

"But Eddward, he'd want to hear you laugh. That was his favorite sound in the whole world." His Aunt May said giving him a kiss on the cheek.

"Oh, the things he'd do to get a chuckle out of you! All the jokes you played on each other. He loved that side of you, more than anything." Aunt May said while getting up from the bed and leaving the room.

"That was his other gift, because as much as your Uncle Ben believed in lofty ideals like great power and great responsibility, he also believed in having fun, remember that sweetie."

"Thanks Aunt May, that's just what I needed." Double Dee said with a genuine smile at his aunt who smiled back and closed the door. Double Dee then went back to making his new Spider-Man costume, this time with a renewed sense of pride.

"_I was going at this the wrong way, I've tried to honor how you died... when I should have honored how you lived. You didn't teach me **one** lesson on **one** fateful night, I know how to be Spider-Man now and more importantly, I know how to be Double Dee. I love you Uncle Ben and I'm gonna do more than make you proud, I'm gonna crack you up. the chattering teeth's gonna be hard to top though. Aunt May's the best!" _Double Dee thought as he was just putting the finishing touches on his costume.

* * *

**Unknown Work Lab**

"It's finally completed!" Adrian Toomes said as he held up a a red and black mechanical body suit with some kind of engine on the back and talons on the feet.

"Now with this suit I'll be able to make Osborn pay for stealing from me, I'll make them all see that this old dog has some new tricks!" Toomes said while putting on the suit after which suddenly sprouted black and red mechanical wings from the arms.

* * *

**Next Day: Midtown Peach Creek High School**

Double Dee could barley contain his excitement. It was only first period and Double Dee already wanted to get out of school like any other kid, but instead of going home or hanging out with friends, he would be stopping crime all over New York with the new Spidey suit he was wearing under his baggy clothes which consisted of a dull dark blue sweatshirt, slim fit dark brown jeans, and black raggedy converse. Double Dee kept spending most of the period daydreaming of when he gets out of school and start crime fighting through the city. Soon class was over and Double Dee would race out of the class and turn a corner to head over to his next period as quickly as possible, when he almost bump into someone also turning the corner but spun around them thanks to his enhanced reflexes and what he was calling the tingling sensation in the back of his skull, his spider-sense.

"Dear me, sorry about that, I was in a-" Double Dee yammered but soon stopped as the person he almost bumped into looked vaguely familiar. The man would turn around giving Double Dee a clear look at him, he was as tall as Double Dee with short red curly hair, a few freckles on his face, and green eyes. He was wearing a dark blue suit jacket over a white t-shirt, dark blue jeans which were cuffed at the bottom by only a little, and polished black dress shoes. Double Dee realized that the man he almost ran into was an old friend of his, way back when his parents were still alive.

"Harry Osborn." Double Dee said in shock due to not seeing this friend for so long.

"I'd recognize that hat anywhere." Harry said with a small smile on his face at the familiar look of the hat resembling a sock. Double Dee would then walk up to him and give him a hug, which Harry returned. After a few moments of friendly reunion they'd let go of each other and start to catch up.

"When did you get back?" Double Dee asked.

"Three days ago, I wanted to visit but I heard about your uncle..." Harry said trying to not make Double Dee feel too down.

"Yeah... it's okay." Double Dee said sadly as he didn't want to remember his uncle and the mistake that cost him his life. Harry saw the depressed face of Double Dee and quickly tried to change the subject and cheer him up.

"Hey, I'm still moving some of my stuff back into my room, I could use the help and we could catch up?" Harry suggested. Double Dee gave this a little thought due to him wanting to get out of school as quick as he can due to his new "Job" but decided he wanted to spend some time with an old friend.

"Sure, why not." Double Dee said as he was just about to enter class.

"Great! I'll see you after school." Harry said as he walked probably to his next class. Double Dee was just about to open the door when Harry came right back.

"By the way do you know where chemistry is?" Harry asked as he had no idea where to go.

"Keep heading straight until your at the boy's bathroom, then take a right." Double Dee said pointing down the hallway.

"Thanks!" Harry said heading straight down the hall with Double Dee now entering his second period class.

* * *

**Norman Osborn's Private Home**

"So then he get's in a second accident, my dad was furious, worst chauffeur ever!" Harry said telling a funny story to keep the mood light. Double Dee and Harry were just finishing unpacking everything into Harry's old room. Double Dee took a good look around the room which held old memories of both him and Harry playing together when Double Dee wasn't hanging with the other two Ed's. Harry and Double Dee soon went over into the living room and sat down on the the couch. The room was full of different kinds of expensive looking art, historical artifacts and furniture.

"Goodness, I can't believe your father own's all of this, and he's a scientist." Double Dee said in amazement while looking around the room which was somehow even bigger then it was when he was a child.

"Yeah I know, he keeps pestering me with questions like, when am I gonna start getting in the field, he even tried to sign me up for this high school job thing at ESU labs." Harry said complaining about his father. What caught Double Dee's attention was the last part about a job at ESU labs, one of the top university labs in all of New York.

"Wait, ESU labs?" Double Dee said shocked as he always wanted to visited the lab where some of the most advanced technology is, besides Oscorp.

"Yeah, I'm not gonna take it though, not my strong suit." Harry said. Double Dee was about to ask Harry another question when they heard a shout from the balcony of the building.

"Boy's, come out here!" Norman Osborn shouted with the boy's having nervous looks on their faces wondering if they did something wrong. They would walk out to the balcony to see Norman sitting in a chair with a laptop on the table in front of him.

"I couldn't help overhearing." Norman said while looking straight at the boys.

"I'm terribly sorry I- "Don't you dare apologize Eddward, I never do. So what's this talk about ESU." Norman said while closing his laptop.

"I'm not going to do the ESU lab thing dad." Harry said while trying to avoid looking his father in the eye.

"I'm not really all that surprised Harry, Eddward how would you like to take his place." Norman said in a disappointed tone to Harry but soon changed it a kind a fatherly tone to Double Dee.

"Really, I-I'd love to ." Double Dee said with glee as he may finally now have a job in order to help his Aunt May with the bills. Meanwhile Harry had a sad expression on his face due to his own father treating another boy as his son more than his own.

"Great, I'll contact , it will be quiet the opportunity "OSBORN!" Double Dee, Harry, and Norman look up in the direction in which the CEO's name was called to see some kind of man with giant wings flying fast right at them, with the man extending his legs and his feet suddenly growing talons, he grabbed the CEO of Oscorp by the shoulders and flew straight over the balcony and steadily flying farther away. Double Dee and Harry could stare in shock at what just unfolded in front of them.

"DAD!" Harry shouted in a worried tone over his father's safety. Double Dee knew this was the time to take action but couldn't let Harry see him change into his new costume.

"Call the cops! Do it! Now!" Double Dee said while pointing inside for Harry to leave the balcony, which he promptly did giving Double Dee the chance to go into action. Double Dee would then take off his shoes and stand over the ledge of the building as if was about to commit suicide.

"_Okay, here goes nothing." _Double Dee though before he jumped over the ledge onto the busy street. Meanwhile Norman was scared for dear life as he was being flown over New York looking down at the hundred story drop. Norman would look up to not only keep his mind off the thought of dropping and to get a good look at what was holding him, only to see an old familiar face.

"Toomes!" Norman said with shock as he was sure he'd never see the old man again.

"Tell me Osborn, can your Magnetic Flight System do this!" Toomes said right before he would zoom through the city at a very high altitude to try and scare the man who was being held by his talons. Norman was screaming as they swept through the city and was praying to god Toomes wouldn't let go.

"Oh, and it's not Toomes not, I'm, what did call me, **The Vulture!**" Toomes said in a menacing voice.

"I called you a buzzard!" Norman said while looking at the old man."You can't even get the name right, what will this even accomplish!" Norman asked trying to figure out why Toomes would go the the trouble of doing this.

"A means to an end Osborn. You will tell the world Adrian Toomes is the genius behind Magnetic Flight Systems. You will pay me all the money that I am owed. And **You Will Apologize!**" Toomes demanded from the man.

"I never apologize old man!" Norman said stubbornly even though he would probably be killed for not following his demands.

"I may be an old man, but I'm not a patient one!" Toomes said then suddenly flying upward even higher than before and letting go of Norman to fall onto the street to his death, imagine his surprise when he heard some kind of "Thwip"sound and would see a red and blue blur catching the Oscorp CEO before he would hit the ground.

"Woah, guys, I know cab fare prices are outrageous here in New York but is this really a substitute!" The strange man said jokingly as he was shooting some kind white, web like rope from his wrists while juggling the Norman between both shoulders at the same time.**(Imagine the suit from ASM2 but with web gliders under the arms)**

"What is this!" Toomes said shocked as to why suddenly a man with a web patterned costume was suddenly saving the man who ruined Toomes life.

"These skies are my domain!" Toomes said as he would then chase after the man swinging from building to building.

"He's right, I really just rent." The man said once again joking even in a situation like this.

"What are you blabbering about, put me down! Norman demanded as he was tired of being carried around for one day.

"Wow, you are the bossiest damsel in distress I have ever met. Also the heaviest, oldest and the first." The web patterned man said while juggling Norman again.

"**Who are you!**" Both Norman and Toomes would shout as to having enough of the man quips.

"**I'm just your Friendly Neighborhood Spider-Man of course.**" Spider-Man would answer both of them with much confidence in his voice as he would then run at the side of a building, jump off and soon start web slinging again.

"Spider-Man, I thought you were a myth!" Toomes would shout surprised at the fact that there was someone else who could soar through the skies of New York.

"I really need a press agent." Spider-Man would say another quip at response due to the Vulture thinking he wasn't real. Just as Spidey was swinging on another web, Vulture would catch up and cut the rope with his razor sharp wing, making both Spider-Man and Norman Osborn fall.

"_Aw nertz."_ Spidey would curse in his mind while looking at the busy street, but would also see that they were right next to the police station with two police officers walking right out.

"Well, thats convenient." Spidey would say, then grabbing onto Norman and shooting another webline at a building, swinging down and throwing Norman to one of the police officers. Norman would look up to see the Vulture trying to grab him again with his talons, only for Norman to duck down and narrowly be avoided being captured again.

"What the hell is going on!" The police officer who caught Norman when he was through by Spidey said at confusion of the situation.

"Explanation's inside! Now!" Norman shouted as he wanted to get inside so he can be safe from Toomes. Spider-Man would then catch up to Vulture and try to reason with him and find out why he would attack Norman Osborn.

"Look, beaky, I admire anyone who dresses up as their favorite animal, even better you can fly, so did your hear about the one with great power, comes great responsibility?" Spider-Man asked, hoping his late uncle's words would have some affect, unfortunately the Vulture would only grunt at frustration that his target got away and would zoom past Spider-man and take off. Spidey would find it hard to keep up with the old man, and would eventually stop and stick onto a nearby building, but not before shouting one final quip.

"Woah, Tweety, don't fly away mad, I don't see a putty cat!" Spidey shouted.

"The name is **Vulture!**" Toomes would shout one final comment before making a getaway.

* * *

"That's great new's Harry, I'm glad your dads safe. Me? I-I was trying to catch up to him on foot, I ran for blocks, but no luck." Double Dee said as he was trying to cover up why he wasn't there on the balcony when Harry came back. Double Dee was just about to get home to Aunt May's house when he realized he left his shoes at Harry's place.

"Yeah that was pretty useless huh, well I'll call you later, bye." Double Dee while hanging up his cellphone and walking into the front door of his house.

"Aunt May, I'm home." Double Dee called as he put his backpack next to the door to see his aunt in the kitchen looking at some paper while scratching the back of her neck.

"Welcome home dear, did you have a nice day?" Aunt May asked while still looking at the paper in her hands but quickly tried to hide them under the table so her nephew wouldn't see, but unfortunately for her, he did.

"Aunt May, you don't have to hide the bill's." Double Dee said while sitting down next to his aunt.

"Bill's? What bill's?" Aunt May said trying to act dumb but not fooling Double Dee.

"Look, I know we've been having trouble with money but thats all about to change." Double Dee said while giving a smile to his aunt, but only causing her to start thinking what Double Dee could possibly mean.

"Eddward, I hope it's not something that will get you hurt, or something taking advantage of you." Aunt May said worriedly thinking of all the bad things Double Dee could be doing to get money but he quickly cut her off.

"No Aunt May nothing like that, it's this job that Norman Osborn is gonna help me get." Double Dee said trying to reassure her but getting a sketchy look from her at the mention of Osborn.

"Seriously, it's nothing dangerous, just a little lab work." Double Dee said finally convincing his aunt to accept it.

"Alright, as long as it's not dangerous I'm okay with it." Aunt May said giving one last smile to give her approval.

"Now, how about some banana bread?" Aunt May said getting up and about to prepare cooking.

"I'd love some." Double Dee said, but then going into deep thought about today's events.

"_That was the old man that approached the day I got my powers, why would he suddenly attack him, I'm gonna have to keep a close eye on Norman if I'm gonna find out._

* * *

**Again, sorry this took so long, I've been busy with some things, hope you enjoy and leave a review or favorite or follow or all the above!**


	4. Ch4: Of Birds and Spider-Men

**Hey everyone, sorry I haven't posted in a while, but here's a new chapter, ****Enjoy!**

* * *

"Great, first I let bird brain get away, now the amazing Spider-Man has reduced to sneaking around, for his shoes!" Spider-Man quietly complained as he was now back on the balcony of the Osborn residence in the middle of night looking for the shoes he had left earlier that day when he first encountered the Vulture. Luckily it appeared no one was home, and even if someone was, his spider-sense would pick up on it. But that wasn't the only reason he was here, as he also had that if the Vulture was so mad that he would attack norman in broad daylight, he might attack again when he got home.

"_And if he does attack again I'm gonna have to find out why, did Mr. Osborn have something to do with it, no thats impossible, he's a good man, I think."_ Spidey thought as he was looking all around the balcony for his raggedy shoes hoping they would be in the same place.

"Now, if I was an old pair of shoes where would I- Aha!" Spidey said in glee as he had just found the same pair of shoes he'd left earlier. Just as Spider-Man had just found his shoes, down below at the entrance of the Osborn residence was a long black limo pulling up in front with the driver stepping out and opening the back door.

"Is it safe?" A voice revealing to be Norman's asked the driver due to not wanting to be attacked again by some crazed former employee. The driver gave a quick look around and a nod signaling it was okay for Osborn to step out of the car. Unfortunately, it was not safe, as soon as Norman took a step outside the limo he would hear a voice shoutout his name.

"OSBORN!" Norman and the driver would look up to see the Vulture swooping down at them, it only took seconds for Norman to get back in the limo and the driver to get in the front seat and step on the gas for dear life.

"_Great just when I get my shoes back."_ Spider-Man thought as he put the shoes back where he found them, jumped straight of the balcony again and start to chase after the old bird man.

"YOU WILL NOT ESCAPE ME AGAIN!" The Vulture shouted at the limo which held the man whom he hated the most without him knowing that a red and blue costumed themed vigilante was gaining up behind him.

"My thoughts exactly!" Spidey shouted at the Vulture who then looked behind him to see the web-head giving him a kick to his sides and almost sending him crashing into a building. The Vulture would then fly higher to gain some altitude on the web-head, only for Spidey to start running up one building, jump off and grab a hold of Vulture on the back.

"Hey beaky, Spidey again, not sure if you remember but we met earlier before we could find out more about each other, stuff like hobbies, favorite movies, what Osborn did to you that would make you dress up as a giant flying creepy looking bird?" Spider-Man asked while riding the back of the Vulture trying to find out why was Toomes attacking a man like Osborn. Toomes would give his answer while still keeping track on the limo.

"That man took everything from me! My years of research, gone! He took my Magnetic flight System, gave the credit to himself, and fired me from my job, I am trying to simply get all that I! AM! OWED!" The Vulture said with pure rage while trying to shake the wall crawler off his back.

"So this is a solution! Trying to kill him instead of, oh I don't know going to the press, telling your story, surely you must of had loads of helpers or assistances who knew about you invention, you didn't have to go and dress like it's halloween, then again I'm not one to talk." Spider-Man said taking a good look at himself and also trying to convince the old man to give up his vendetta, but sadly Toomes wasn't listening and instead tried to get Spidey off by knocking him into a building, which send Spidey pummeling towards the ground only to shoot a webline and narrowly escape splatting on the sidewalk where people would look up at the strange scene above them. Norman Osborn would look through the window and not see any sign of Spider-Man or the Vulture. Norman would sigh in relief thinking they had lost them, only to have his hear jump when he saw a metal wing stab right through the roof of the limo with a couple more slashes, the roof was completely opened with Norman clearly seeing Toomes.

"YOU WILL APOLOGIZE!" Toomes said as he tried to grab Norman, but he quickly moved to the sides in order to not get captured again.

"I will not! I have nothing to apologize for!" Norman said stubbornly.

"NOTHING TO APOLOG-YOU STOLE MY WORK!" Toomes shouted at the man, offended beyond belief that he still believes he's in the right.

"That's dangerous talk Toomes, dangerous and unsupportable, especially coming from a man dressed up in suit that he 'stole' from Oscorp, where he was formally employed but fired upon BEING FOUND out." Norman said confidently with a smug expression on his face telling a fake story which would ruin even more of Toomes's life. Before Toomes could respond, the door next to Norman would tear open and Spider-Man jumping in and sitting on the seat next to Norman. Toomes and Norman could only stare at him in shock at the fact that he appeared to have just teared a steel door with his bear hands.

"Man this is one sweet ride." Spidey would say then look up at the Vulture and the hole he had tear open with his wings.

"Sun roof come standard?" Spider-Man would say before jumping at the costumed themed bird man. Knocking him away from the car and grabbing his arm to hold on and not fall into the busy traffic where he might get squashed.

"WHY DO YOU DEFEND THAT THIEF OSBORN!" Vulture said as he threw Spidey of by slashing his torso with his wing, fortunately for Spidey he did not cut him but only cut the suit.

"Uncool! Do you know how much these spider suits cost!" Spider-Man quipped while shooting a webline at the Vulture's foot just as he was flying away. The Vulture would look behind him to see the web-head hanging on to the rope attached to him and try to shake him by flying closely to the top of some buildings, where Spider-Man would run along trying to keep up jumping over any objects, especially sharp objects, on top of the building. Spidey would shoot a barrage of webs at the old man where he would crash on top of a building completely trapped in webs.

"Haha, all webbed up and nowhere to go." Spidey would say mockingly jumping on the same rooftop the Vulture was on. Spidey would then be shocked to see that the Vulture would slice through the webbing with little difficulty due to the metal wings and the suit which gave him a little enhanced strength.

"Oh, well, thats not good." Spider-Man would say while running towards the Vulture who was taking off to go after the limo again, Spider-Man would then jump off the roof and start to chase after the Vulture again. In the limo Norman would spot a place where they could hide from the costumed freaks.

"There the car park! Go! Go! Go!" Norman would shout at the driver who would then take a sharp turn into the parking lot, ignoring the tool booth and crashing into the board that kept cars from going in and out.

"No!" The Vulture said as he took a swift upturn to avoid going into the parking lot as enclosed spaces wouldn't help him. Realizing that he wouldn't get Osborn for what he'd done to him, he quickly turned his rage to the man who had been stopping him all night.

"THIS IS ALL YOUR FAULT!" Vulture said before swooping after Spider-Man ready to kill him. Spidey quickly turned around running from the now angry old man.

"Haven't been chased by an angry old man since my friends and I broke old man Marconies window!" Spider-Man quipped before jumping and sticking on a side of a building where the Vulture would try to punch him, only for Spidey to jump out of the way and hop and the back of the old man again. Toomes would try to shake him off again by trying to ram in the side of another building, but Spidey was planning on this, grabbed the old mans right arm and smashed into the building where it would eventually break into different size chunks.

"My wing! I can't steer!" Vulture said as he had no way to turn left, right, up or down, but for some reason was still hovering high in the air. Spidey quickly noticed and brought his hand up to his face with his index finger under his nose and his thumb holding his chin pondering at how he was still airborne.

"Yeah but your still keeping altitude, how does that work?" Spider-Man asked before noticing that the backpack attached to the Vultures suit kept making noises like a computer.

"Now let's see what happens when I do... THIS!" Spider-Man said as he drove his fist into the mechanical backpack and pulling out some wires. The Vulture would look back in horror as the web-head had destroyed even more of his precious life's work.

"YOU FOOL, YOU'VE DOOMED US BOTH!" Toomes said as they were soon falling through the sky onto the street which was rapidly getting bigger.

"Looks like someone hasn't been paying very much attention." Spidey said as he shot a webline after another swinging through the city holding onto the old man who was now holding onto Spider-Man for dear life. Spider-Man would later leave him webbed up upside down on a street light just outside the police station. Feeling he had done enough for the night, he decided to web to the nearest train home and try to catch up on some sleep but still thinking about what Vulture said.

"_If Vulture was telling the truth, that means Osborn is a thief, and now that I think about it there have been many other inventions made under his name, with a few people claiming to be the sole inventors, I've read a few in the Daily Bugle, but I always thought those people were lying, I'm gonna have to find out more about this. And it feels like I'm __forgetting something." _Spider-Man thought as he was swinging to the subway station when all of a sudden he remembered the very thing he came out for tonight.

"Aw man, my shoes!" Spidey shouted in frustration as he made a quick turn and headed straight back to the Osborn residence to retrieve his footwear.

* * *

Double-Dee couldn't help but see that the latest topic all over the school was the now confirmed to be real Spider-Man battle against the Vulture a couple of nights ago. Double-Dee couldn't even walk down a hallway without hearing his alter ego's name being said in some conversation. Double-Dee would show up to his second period class before the period would start and take his seat. Double-Dee would try to get some reading done before the class would start. Double-Dee would try to focus on the book, but his mind kept wondering about what would happen at his new job at ESU Labs, which his friend Harry and his father would help him get. The bell would ring signaling the class to start with the students quickly getting in the classroom. For the rest of the period Double-Dee would pay attention to every word the teacher said and would start writing down notes for the first time since he started his new 'job' which lead him to missing a few lectures or chances to write down notes but luckily stayed ahead do to his genius intellect and love of learning. Double-Dee would get up from his seat when the class ended and head straight for the locker rooms for P.E. Double-Dee would wear baggy sweatpants with an oversized hoodie to not show off his muscles due to not wanting anyone to have the slightest chance to figure out his secret. When Double-Dee step into the gym he would see Kevin with Rolf, Johnny, and Jimmy having some conversation near Nazz, Sarah and some of the other cheerleaders in their uniforms, up on the bleachers were the two Kanker sisters Lee and May, but no sign of Marie. Double-Dee would sit on the bench and wait for class to start when he saw a man approaching the kids. He was at least six-foot two with a crewcut hairstyle, huge biceps with big forearms but with a pot belly, he had a green and white tracksuit on with a clipboard in his left hand and a blow whistle around his neck, the standard P.E. teacher look.

"Alright kids, I have some work I need to get done with so do your laps and you can pick your choice of activity." The teacher said then walking away from the kids. Through out most of P.E., Double-Dee would only walk around the track and from time to time look at Nazz practicing with the other cheerleaders. By the end of the school day nothing exciting would happen to Double-Dee, besides the usual pranks Kevin and his friends would pull on him. Double-Dee was now waiting by the bus stop waiting for the bus to go to his new job, but also due to wanting to save some web fluid as the chemical ingredients usually would cost him a ton of money. He was leaning against the stop sign in his plain orange button up shirt with the sleeves rolled up to just above his wrists, all the buttons were undone so you could see his plain white short sleeve shirt, black slim fit jeans, raggedy black Converse's, and of course his signature beanie when he noticed Nazz walking up to the stop and started waiting there next to him.

"Hey Nazz." Double-Dee said after a few seconds of silence.

"Hey Double-Dee." Nazz said looking up at him, she was wearing red hoodie that was zipped halfway up so you could see her white shirt underneath, black jeans with tears at the knees and thighs with black high top Vans. She had a headband in her signature bob haircut. Before the conversation could continue Double-Dee's bus would arrive making him step inside and take a seat. As Double-Dee sat down he noticed Nazz had also gotten on the same bus and was now sitting across from him, Double-Dee decided to ignore this but would take quick glances at her from time to time until he got to his stop. Double-Dee and Nazz would both get up at the same time and head for the exit and heading straight into the ESU towards Dr. Connors lab. Double-Dee and Nazz would look at each other and start to smile at the realization that they were both probably the new employees.

"Are you following me?" Nazz asked jokingly as she knew Double-Dee wasn't following her but decided to joke with him. Double-Dee gave a quick laugh at the weird question.

"No I'm not following you." Double-Dee answered. "Did you apply here too?" Double-Dee asked since he knew Nazz was one of the smartest kids in their school, which is why she was a cheerleader for so long.

"Yeah, I applied a couple of weeks ago." Nazz answered. "How did you get in?" Nazz asked since she knew he didn't sign up for it as he wasn't there for the testing.

"Mr. Osborn vouched for me." Double-Dee said as they were outside the doors to Connors laboratory. Double-Dee and Nazz would enter through the doors and marvel at all the kinds of tools that were in the lab, but what really caught Double-Dee's attention were the spider's in a glass container which looked an awful lot like the spider that bit him. Double-Dee would stare at the spider's in shock until a voice caught his attention, a very familiar voice.

"I know, their really creepy huh sockhead." Double-Dee would turn to see Eddy wearing a yellow long sleeve baseball shirt with dark blue jeans with a chain hanging around his right side with some black Nike's cleaning some spot on the floor with a mop.

"Eddy!" Double-Dee would shout in even more shock then when he saw the spider's.

"Sup sockhead." Was all Eddy said as he put the mop away with other janitorial equipment.

"What are you doing here, are you working here!?" Double-Dee asked as he thought he would never see Eddy here of all places.

"Yeah, I got this job to get some money." Eddy answered as he simply put his hands in his pockets.

"Plus, my parents said I could either get a job, or go to military school." Eddy said which made Double-Dee fully understood why he was here.

"Oh, well, that makes sense." Double-Dee said as he was getting over the shock.

"What are you doing here?" Eddy asked as he sat down in a chair and looking at Double-Dee.

"Well, I'm here for the job- "Job?" Nazz asked walking over to Double-Dee with a confused look on his face.

"Yes, the job they were offering, as lab assistants?" Double-Dee said looking back and forth between Eddy and Nazz as they looked at him confused.

"Double-Dee, your not getting paid." Eddy said earning a shocked and confused expression from Double-Dee.

"What?" Double-Dee said.

"Yeah, we're high school kids with zero experience dude, we're not getting paid." Nazz said with Double-Dee looking even more shocked. Double-Dee would mentally slap himself, not only did he realize that this was an internship, but he still had no way of knowing on how to give aunt Mat help with paying the bills. Double-Dee still wasn't going to quit though, as this could be a good experience for him and he had always wanted to meet Dr. Connors as he doesn't even know what he looks like, but he had read a few of his papers, mostly on cross-species genetics when he first found out about his powers. Just then a woman looking to be in her 40's walked through the door leading to another room. She was about Nazz's height which was about 5-foot-7, she had red hair which came to about her collar bone, a brown collared shirt with a black skirt underneath a lab coat. Eddy then got up from his seat and started to speak.

"Eddward, Nazz, I'd like you to meet Dr. Martha Connors, Doctor these are the new interns." Eddy said introducing her while she walked up to the kids.

"Nice to meet you two, I hope we can expect great things from you." Martha said while shaking the hands of both Double-Dee and Nazz. Martha would look back at the office and shout.

"Curt, stop hiding in the office and meet the new interns." Martha said just as Double-Dee was getting excited about finally meeting _the_ Dr. Curtis Connors. The door soon opened and out walked a man in his 40's with combed blond hair with prescription glasses wearing a white collared shirt with a black tie with brown khakis underneath a lab coat. Double-Dee was once again shocked for the day as this was the man who was in the picture with his father the day he found his briefcase. The man approached the teens and extended his left hand as his right one seemed to be missing.

"Eddward, Nazz, I'd like to introduce ESU's residence genius and my husband Dr. Curtis Connors." Martha said while Double-Dee shook his hand trying to hide his shocked expression. Double-Dee then realized why the spider's looked so similar to the one that bit him, it's because Dr. Connors might have worked on the spider's with his father which gave him his powers.

"It's a great honor to meet you Dr. Connors, I've read some of your papers." Double-Dee said trying to strike up a conversation.

"You did?" Connors said surprised that the teen had read atlas one of his papers and seemed to have understood it.

"Yeah, do you really think it's possible cross-species genetics?" Double-Dee asked even though he already knew it was possible seeing as he was an example of what it can do.

"Oh yes, it is actually quite possible, as you see the spider's in that tank over there." Connors said looking at the said spider's.

"we've actually taken the most impressive traits from multiple species and combined into a sort of super spider's." Connors said while Double-Dee walked up towards the tank and started to look at the spider's.

"Well, I must get back to my work, I'll leave you in the more of capable hands of my lovely wife." With that said Dr. Connors would walk right back into his office to work on whatever he was working on before as his wife started to show the two teens around the lab.

* * *

Connors would quickly enter the dark room and shut the door. Connors then heads back to his desk and start to search for something, but while he was also doing that his mind would go back to the boy with the beanie.

_"That boy seemed so familiar, he looked almost like-, no it's impossible, there's no way it could be him, could it?"_ Connors thought until he had finally found some sort of syringe with a green looking liquid in it.

_"Doesn't matter, even if he was Richards boy, he couldn't possibly find out, all that matters is that this serum could finally work."_ With the end of that thought, Connors stuck the syringe in his harm and ejected the liquid into his body.

* * *

Double-Dee was once again waiting by the bus stop waiting for his ride home next to Nazz. Double-Dee was disappointed in himself for not finding out if this was an actual job, now Double-Dee would have to find some other way of getting money, and fast. Double-Dee was having a depressed look on his face which Nazz noticed.

"Hey dude, are you okay?" Nazz asked gaining Double-Dee's attention.

"Would this be about the fact that you were hoping this ESU thing was a job." Nazz said hitting right on the money.

"Yeah, I kinda need the money right now, for...personal reasons." Double-Dee said looking at Nazz as he didn't feel like telling her his and his aunt's money situation.

"I don't know what I'm gonna do." Double-Dee said as he now had no clue on how to get money quickly while still keeping his dignity.

"Well, don't anx about it dude." Nazz said putting her hand on Double-Dee's shoulder just as her bus was rolling up.

"You'll figure something out." Nazz said then getting in the bus which then took off. Double-Dee would stare at the bus until it was completely out of sight. Double-Dee would then bang his head on the stop sign and shout.

"WELL, I'M WAITING!" With that being said, a newspaper which seemed to come from nowhere blew into Double-Dee's face. Double-Dee would then take the paper off and see on the front page it was a Daily Bugle paper, and the headline was **Spider-Man Strikes!** Double-Dee then had a light bold go off in his head as he had a brilliant idea.

"Well, gotta admit, the girl knows her stuff."

* * *

**Well, how'd you like it, hoped it lived up to your standards, anyway please fav or review, thanks!**


	5. Ch5: Jackpot

**Hey everyone, here's the fifth chapter, enjoy!**

* * *

"Okay, not a perfect day, found out that job at ESU was actually a internship, so no money to help Aunt May pay the bills, now Daily Bugle security won't let you use the elevator." Double-Dee was complaining while wall-crawling the New-York tabloid newspaper building satchel over his shoulder with his shoes tied to each other over his other shoulder. Double-Dee had the idea of trying to sell photo's of himself as Spider-Man to the Bugle in order to get some money to help his said Aunt May with the bills. Double-Dee finally maid his way to the top of the tabloid building and opened an unlocked window to what seemed to be the janitors closet. After tying back on his shoes Double-Dee would open the door to see a bus load of people on their phones walking around or sitting at their desk's writing things down. Numerous sounds of chatter, phones ringing, keyboards being typed could be heard, but as soon as Double-Dee stepped out of the closet and close the door a loud voice would be heard.

"ROBBIE WHERE'S MY LAYOUT, FOSWELL I ORDERED THAT REWRITE TWELVE SECONDS AGO, NED I'M NOT PAYING YOU TO SIT ON YOUR ASS, AND YOU!" The man who looked about to be five-foot-eleven and seemed to be in his fifties with a short crop black hairstyle on top and going grey on the sides and a toothbrush mustache and a soul patch said pointing at Double-Dee. The man had a scowl on his face and was appeared to be impatient.

"Me?" Double-Dee said wondering why he was so angry at him already. The man then grabbed Double-Dee by his shirt and started dragging him along.

"YEAH YOU, I SENT YOU FOR MY BAGEL AND SCHMEAR NINE MINUTES AGO!" The man said confusing Double-Dee with someone else. Just then a woman appearing about five-foot-seven in her early twenties with short brown hair with bangs wearing a light blue blouse, dark blue jeans and black flats walked right past them. Double-Dee saw her reading something on a few sheets of paper and couldn't help but notice she had a very womanly figure.

"You sent Benny Mr. Jameson and also it's been three minutes." She said continuing to walk while not looking up from her paper.

"Actually Mr. Jameson, sir." Double-Dee said guessing he was the man in charge seeing how he was treating everyone and that there was a plaque with his name on the door leading to some office. Jameson would let go of the boy and look at him with his brow furrowed.

"I think I have something better than a bagel." Double-Dee said with a grin.

"Oh yeah whats what?" Jameson asked with a look of disbelief.

"I can get you pictures, photo's of Spider-Man in action, bet that would sell a lot of newspapers." Double-Dee said hoping Jameson would go along with it.

"Yeah right kid, even our professional photographers haven't gotten a clear shot of him, how would some kid do it, worst yet a teenager." Jameson said doubting what Double-Dee just said.

"I... have my ways." Double-Dee said with smirk on his face looking a little cocky. Jameson looked like to be giving it some thought.

"Fine kid, I'll give till next deadline, you got two hours." Jameson said walking away back into his office. Double-Dee had a look of glee on his face as he could surely get some photo's by then, This is New York.

"Great, that's all I need, thank you, you won't regret this!" Double-Dee said running towards the elevator.

"Stupid kids these days." Jameson said closing the door to his office and getting back to work.

* * *

Spidey was now in his suit swinging across Manhattan looking for any signs of criminal activity to stop and take photo's of with him in action. Spidey already got a few shots of him web-swinging, but he felt like that wasn't gonna be enough and he had made a deal to get photo's of himself in action. Just as Spider-Man was thinking about what to do next his phone started ringing, Spidey then jump on the roof of some building to take out his phone and see it was Aunt May calling him.

"Yeah, Aunt May?" Spidey asked with his masked pulled up to his nose so his voice could be heard clearly.

"Eddward, do you remember Anna?" Aunt May asked on the phone.

"Our neighbor slash your best friend, yes of course." Spidey said wondering where she was going with this while still looking down below for any crime.

"I had just met her niece, what a wonderful girl, clothes are a bit peculiar but that's how teenagers are. Anyhow, It turns out you knew her when you were kids." Aunt May said on the phone now getting Spidey's attention.

"Oh really, whats her name?" Spidey asked.

"Marie Jane Kanker." If you could see Spidey's eye's right now, you would see there the size of saucers. Spidey hasn't seen Marie Kanker in years, she was the one he was most afraid of, even more than Kevin.

"Oh, uh, y-yeah I remember her, what is she like now?" Spidey asked fearing the worst

"Oh she has a wonderful personality!" Aunt May said with glee. Spidey shuddered, usually when a person says that someone has a great personality, it means their ugly. Just then Spidey would hear the sound of a police siren. Spidey looks down to see a bunch of police car's chasing a speeding Oscorp truck.

"Uh, that's great Aunt May but I'm about to miss my bus, love you see you soon." The web-slinger said before hanging up, pulling his mask back down and jumping onto the scene. Spidey would zip through the city catching up to the police chase that was in progress.

"Alright, whatcha got for me today New York?" Spidey said hoping onto the Oscorp truck. Just then he heard a voice shouting within the truck with a Russian accent.

"We got em, I can't believe we got em!" Just then another voice would come from inside the truck. This voice sounded gruff and American.

"Didn't I tells ya!" Spider-Man would then knock on the window and take a look at who was driving. The one driving was big bald man with several tattoos on his forehead, arms and neck. He was wearing a grey sweatsuit. The other man sitting next to him was about as big looking with short brown hair and a striped green shirt and dark brown pants. Both of the men were shocked to see the web-head.

"Hello, Mr and Mrs criminal?" Spider-Man said gesturing for them to roll down the window. The man driving would roll down the window.

"Hi my name is Spider-Man, you can call me web-head, you can call me spectacular, just don't call me late for dinner." Spidey said before the man in the sweatsuit tried punching him, unsuccessfully as Spidey dodge out of the way in time. Spidey would then look through the window again.

"Now that wasn't nice, young man I'm afraid your gonna have to pull this truck over and have a talk about manners." Spidey said before webbing the man in the striped shirt to his chair and grabbing the wheel. The Russian man would struggle against Spidey trying to take the wheel back. Spider-Man would then look up ahead and see they were speeding onto an intersection full of cars.

"Oh, this looks bad, I'm gonna be right back." Spidey would then swing away and look on as the truck collided with several cars and kept going. One car went flying through the air and was about to hit a man with brown hair and was wearing what appeared to be an electrical engineer's uniform. Spider-Man would swing into the man ducking them both in time to doge the car.

"Whoa that was close." Spidey said picking up the man who upon closer inspection was about in his thirties and had a ESU badge clipped onto his shirt. The badge said his name is Max Dillion.

"Your Spider-Man!" Max said in shock and awe.

"What gave it away, you okay Max?" Spidey asked.

"How do you know my name?" Max asked even more shocked that the web-head knew his name.

"It's written on your badge." Spider-Man pointed out.

"I can't believe a nobody like me is actually meeting you!" Max said with a wide smile on his face.

"Hey, your not a nobody, your a somebody." Spider-Man said not really liking how Max just called himself a nobody. Max looked touched by the hero's words.

"Listen, now I need you, your my eyes and ears out hear." Spider-Man said giving Max a speech.

"Okay?" Spidey asked.

"Okay." Max answered.

"Alright, I'll see your out there!" Spider-Man said then swinging away with Max looking in awe of what just happened. Spider-Man would then catch up to the Oscorp truck which had just crashed with the man in the sweatsuit trying to get the man in the green striped shirt out of the webbing. Spider-Man would then jump onto the side of a building and web his camera to the corner of the roof for a perfect shot.

"Alright, on auto shoot, and here we go." Spider-Man said then jumping down right in front of the man with the Russian accent. The man looked furious as he charged at the web-slinger and tried to punch him. Only then Spidey would simply jump over him kicking him on the ground. The man would then get up and once again charge at him only for Spider-Man to give him an uppercut sending him down.

"Cheese!" Spider-Man would then say looking straight at the camera. A few moments later, the NYPD would show up to see two of the men who had hijacked the truck webbed up to a lamp post. With a little business card that said

**Courtesy of your Friendly Neighborhood Spider-Man!**

**p.s. The webbing dissolves in an hour. **

* * *

Double-Dee had just entered the Daily Bugle newsroom with some fresh printed photo's in his hands. Double-Dee would knock on Jameson's office.

"WHAT!" Jameson would shout on the other side of the door. Double-Dee would then peek his head through the slightly open door to see a desk in the middle of a room full of front page headlines from past Daily Bugle newspapers.

"Uh, Mr. Jameson, I've got those photo's of Spider-Man." Double-Dee said walking up to the desk and giving the photo's to the publisher only for them to be snatched from his hands. Jameson would then started looking through the photo's grumbling. Jameson would then put the photo's down with a smile on his face.

"I like them! Spider-Man causes wreckage!" Jameson would shout standing up announcing tomorrow's headline. Double-Dee would look shocked seeing how he was the one who stopped further damage and put the two hijackers behind bars.

"Uh, actually, Spider-Man stopped further damage and caught the two men behind it." Double-Dee said trying to convince Jameson that he was the hero in that situation.

"HA, shows what you know, this web freak is clearly a menace, he only cares about himself!" Jameson said as if he had met the web-head. Double-Dee had a look of even more shock.

"Now scram kid, I don't have another forty-eight seconds to space! OUT! OUT! OUT!" Jameson said pushing the boy out of his office. Double-Dee would start to walk away before the door to the office swung open again with Jameson walking out and dragging the teenage back in.

"Almost forgot, we need to talk about how much you get. I'll give you twenty-eight dollars for all of them." Jameson said while looking at the photo's again. It was clear by the look on Double-Dee's face that wasn't going to do.

"No deal, hundred for two photo's." Double-Dee said crossing his arms.

"Twenty-eight dollars and seventy-two cents!" Jameson said stubbornly.

"A hundred for three photo's." Double-Dee said.

"No way in hell!" Jameson said throwing the photo's on his desk.

"Fine, if you don't want them I'll just take them to the Globe and-" Double-Dee said slowly reaching for the photo's only for Jameson to step in his way.

"The Globe, that rag! Fine I'll give you a hundred for the whole set!" Jameson said.

"Deal." Double-Dee said sticking his hand up to shake Jameson's hand to which Jameson did the same.

"You drive a hard bargain kid! What's your name?" "Eddward." "Come back next time! Now, OUT!" Jameson said now back to pushing Double-Dee back out.

"I'll write you that check Eddward." Double-Dee would turn his head and see the same woman who corrected Jameson earlier that day.

"Thanks miss?" Double-Dee asked walking up to her desk which he could see some balloons which said twenty. He guessed it was her birthday.

"Brant but call me Betty." Betty answered writing the check to Double-Dee's name.

"So, Betty how do you work for a walking microphone like Jameson?" Double-Dee asked gaining a giggle from Betty.

"Mr. Jameson is a good man, down deep." Betty said half joking.

"Are we talking Dante's ninth circle deep." Double-Dee joked again gaining another laugh from the secretary. Betty then handed the check to Double-Dee with a smile.

"See you soon, Eddward." She said with Double-Dee somewhat hearing a seductive tone. Double-Dee would start walking towards the elevator but look back one more time to the secretary and smile.

* * *

Double-Dee was just entering the front door of his house with a wad of cash in his pocket for his Aunt May. Double-Dee would walk in the kitchen to see his Aunt May looking through the bills. He would then take the money out from his pocket and put it on the kitchen table in front of his Aunt. Aunt May simply looked confused at the money before looking to her nephew.

"Eddward what's this." May asked taking the money and counting it.

"I got some money from working with the Daily Bugle, now you can pay the bills." Double-Dee said sitting down at the table.

"Oh, Eddward I couldn't." Aunt May said pushing back the money to Double-Dee, only for Double-Dee to push it right back.

"Aunt May please, you've been like a mother to me, I want to do something in return." Double-Dee said looking straight into her eye's. Aunt May then gave a sign and smiled.

"Fine, but only if you promise to take ten percent for yourself, I can't take at least all the money." Aunt May said

"Deal." Double-Dee said. Just as Double-Dee got up to go to his room the doorbell soon rang.

"Oh that must be Anna's niece." Aunt May said getting a look of horror from Double-Dee. Marie Kanker and her sister's were the one's who tortured Ed, Edd and Eddy throughout there time in the cul-de-sac. Ever since his parent's died and he moved in with his aunt and uncle, he hasn't seen her since. He had guessed in his mind this day would eventually come, law of probability.

"Eddward could you please answer the door." Aunt May asked counting the money. Double-Dee didn't want to argue with her, he slowly made his way to the door and reached for the doorknob.

"_I can bench press a car, I can climb up walls, I can even sense danger before it happens. I'm reasonably sure I can take Marie Kanker."_ Double-Dee thought as he turned the knob and opened the door. Double-Dee did not expect to see what he was seeing right now. A five-foot-eight woman with blue dyed short hair covering one eye and showing the other to be a beautiful green with a choker around her neck. A tight black shirt with the number forty-two in white, skinny dark blue jeans with tears at the knees and black short top Vans. The woman was certainly beautiful and couldn't possibly be his tormentor all those years ago.

"Your Marie Jane Kanker?" Double-Dee asked meekly.

"Face it tiger, you just hit the jackpot."

* * *

**Whelp, there you have it, Marie's finally in the story, sorry if this chapter's a little short for you guys, leave a review and tell me what you think true believers!  
**


	6. Ch6: Really Something

**Hey peeps, whippersnappers and true believers, here's another chapter, enjoy to your hearts content****! Happy Fourth of July!  
**

* * *

Double-Dee could not believe it. There was no possibility this girl is Marie Kanker. Pale skin but not at all sickly, faint freckles that went wonderfully with her green eyes, or eye seeing as how her right eye was still covered by her blue hair. Granted even if she did have the same sly smile showing her pearly white teeth, and the way she sat back in her chair with the same relaxed posed, there was now way this was Marie Kanker. The way she spoke to his Aunt May all politely even with the same rural Midwestern accent really is a dead give away, definitely not Marie Kanker. Aunt May was making something in the kitchen giving the two teenagers time to catch up.

"Your Marie Kanker?" Double-Dee asked once again still not believing it.

"It's MJ." Marie said leaning back into her chair.

"MJ?" Double-Dee asked with a confused look.

"Or Marie Jane, which ever you prefer." Marie said.

"O-okay, your MJ?" Double-Dee asked once again.

"Yep." Marie said answering his question.

"Want me to ask if your Double-Dee?" MJ asked putting one leg over the other.

"Okay." Double-Dee said.

"Nope, I already know it's you, seeing as you still have that hat." MJ said pointing at the black beanie with two white stripes going down it on top of Double-Dee's head covering most of his hair.

"Yeah, I can't get rid of this thing, too many memories." Double-Dee said pulling at his hat down some more.

"What are you hiding under there anyway, some alien blob sucking at your brains, a little rat pulling at your hair controlling your every movement." MJ said giving a smile and gaining a chuckle from Double-Dee.

"No, it's just messy." Double-Dee said pulling off his hat revealing his jet black shaggy hair.

"I could never get it combed so I just hid it under hear, I used to be really obsessed with messiness." Double-Dee said ruffling through his hair. Double-Dee then thought this was the appropriate time to ask a question of his.

"So why are you hiding your right eye, is there actually a head under it." Double-Dee joked wondering if he was going to far. MJ smiled lifting the hair covering her other eye revealing it was completely normal with the same shade of green in the other eye.

"Good guess though." MJ said putting her hair down covering her one eye again.

"I just like the way it makes me look." MJ said.

"So I hear your still hanging out with your pals, any new scams yet?" MJ asked still remembering all the stunts Ed Edd and Eddy pulled when they were kids.

"No, Eddy tries to get me to invent something every now and then but, I just don't have the time." Double-Dee said putting back on his beanie.

"What is that time being used for?" MJ said giving him her full interest.

"I'm taking pictures, for the Bugle." Double-Dee said walking over to his back pack and grabbing his digital camera. Double-Dee would walk back over and show her the photo's he's taken of himself as Spider-Man.

"Wow, so that's what he looks like." MJ said scrolling through the photo's. Double-Dee couldn't help but start staring at her while she was focused on the photo's. She really has changed so much. MJ would look at some more photo's before looking at the digital clock on the camera and realizing she would miss her bus home and be late for dinner.

"Whoa, look at the time, this has been fun Tiger, but I gotta get home." MJ said giving the camera back to Double-Dee and standing up.

"Oh, uh, okay, be safe." Double-Dee said putting the camera down and walking MJ to the front door and opening it.

"Such a gentleman as always, we should do this again." MJ said giving a peck on the cheek to Double-Dee. Double-Dee would stand there frozen waving her off as she walked down the street. Double-Dee couldn't help but watch the way she walked swaying her hips before mentally slapping himself out of it and closing the door. Double-Dee would stand at the door for a few seconds before looking at his Aunt who was standing in the kitchen doorway smiling.

"We'll didn't I tell you, she's wonderful." Aunt May said heading right back into the kitchen.

"Yeah she's really something." Double-Dee said feeling the cheek she had kissed before walking into the kitchen.

* * *

Double-Dee was now getting ready for a night of patrolling the city putting on his web-shooters while watching the news. Double-Dee had just finished installing a kind of locator-chip in the his suit which emits a kind of frequency only his camera would pick up and take photo's of him while the spider emblem on his chest was in the middle. Double-Dee considered this a better option then putting his camera on auto-shoot.

"_Recapping our major story, Spider-Man was seen earlier today stopping a high speed chase involving a Oscorp truck containing Plutonium. The two hijacker's, Aleskei Sytsevich and Flint Marko were quickly caught by the web-head and taken in by police."_ The news anchor said while they showed photo's of Aleskei and Flint being put into the back of police cars, both with angered looks on their faces.

"_Geez, the camera does add another ten pounds of ugly." _Double-Dee thought as he turned off the TV and putting on his mask.

"_Okay camera, check, utility belt, check, web-shooters." _Spider-Man thought before zip-lining onto another roof after another getting to the city.

"_Check."_ Spider-Man thought. Spidey's night would be another standard one of catching store robbers, purse snatchers, car thief's. Little did he know that a man who was the same height as him looking in his late forties wearing a blue and white striped suit with a black dress shirt underneath the jacket and a red tie was watching him through some hi-powered binoculars. The man's forehead was large and the top of his skull was completely flat, even with his black combed back hair. The man would put down the binoculars and speak through a disposable phone.

"He's here boss." The man would say revealing his gruff, Italian accent.

"Go right ahead." The man on the other end said. The Man hung up the phone and dialed another number.

"Boss say's go ahead." The man would say looking at another top of a building which had a military helicopter on it with three men inside. The three men wear wearing some kind of dark blue uniforms with visors over their eye's. The helicopter would take off and start following Spidey, who was unaware they were following him while he was swinging from building to building.

"Al' right boys." The man who was piloting the helicopter would say to the two men in the back showing he has some sort of country accent.

"Big mans goin to pay us big for this one, so no screw ups." The man would say before locking on to Spider-Man on the screen. The man would fire a kind of missile at the web-head which was heading fast at him. Just then Spidey's spider-sense started tingling like never before.

"_Whoa, my spider-sense is-"_ Spider-Man would think before turning his head and seeing some kind of net trapping him.

"_Tingling."_ Spidey would think as he was falling onto a roof before shooting a web-line at a near statue. Unfortunately the statue would soon break off falling with Spidey. Spider-Man would hit the roof with a thud before seeing the concrete statue was about to crush his head. Thankfully Spider-Man moved out the way in the nick of time before the the statue crumbled on the ground. Spider-Man would break free of the net and look on as a helicopter was now hovering above him.

"Ox!" The man with the country accent shouted to the six-foot-eight man in the back.

"Fancy Dan!" He would shout to the other man who was-five-foot-three.

"Time to earn our pay day." The man said just before the two men threw down a ladder and climbed down onto the roof with the web-head. Spidey would look at the two men with confusion.

"Look if this is about the cable bill-" Spider-Man quipped before the shorter man unveiled a metal Bo-staff and jumped at the web-slinger. Spider-Man quickly dodged it, but noticed that this man was extremely fast. The man would started to do a few quick swings with the Bo-staff, all which were dodged by Spidey, before kicking him in the gut over to the bigger man. The man would quickly get a tight grip on Spidey and start to crush him with a wicked smile on his face. Spider-Man would scream in pain of the grip this man had on him.

"Look pal, the name's Spider-Man, not Teddy-Man." Spidey would say before shooting a web pellet in his face and breaking free of his grip. Spider-Man would try to run of the building hoping to get some distance but not before a laser would be shot from the helicopter melting some of the ground.

"Ah, ah, ah, let the boy's have their workout." The man piloting the helicopter said through some kind of microphone. The web-heads spider-sense started going off again and would turn to see the shorter man was doing some sort of flying kick at him. Spider-Man would move out of the way from this and see that the bigger man had just gotten the webbing out of his eye's. Spidey would shoot a few web-pellets at the shorter man which were either deflected by his staff or dodged.

"Seriously, who are you guys!" Spidey shouted while the shorter man would run at the web-slinger and try to do another jump kick. Only Spidey would quickly dodge it, shoot a web at the little man and swing him directly into the bigger man. The giant didn't even budge as he was hit with his ally, he simply stepped over him and started charging at Spidey. The man would try to bring both of his fist down on the wall-crawler only for Spidey to catch both of his fist easily.

"Your strong, point taken, but not stronger than ME!" Spider-Man said throwing the bigger man of his balance and quickly deliver a flurry of fists that would send the bigger man down. Spidey's spider-sense would start ringing like crazy for him to look up and see that the helicopter was firing another laser at him only for Spider-Man to jump out of the way and try to avoid getting fried.

"Yeah, buddy, love to play, James Bond, but, I have things to do." Spider-Man said as he hop's out of the way of the laser and land on the front of the helicopter. Spider-Man would try breaking the glass with his bear fist but this task proved to be harder then he thought.

"Sorry boy, love to squash you but I also have things to do." The man piloting the flying death-machine would say while also noticing the glass was starting to break.

"Let's see if your the hero you claim you are." The man said turning the helicopter towards a random building and firing the laser destroying a few pieces of a building which were about to crush the people below.

"NO!" Spider-Man said quickly jumping off the helicopter and diving onto the people shooting a web at the falling debris and shooting another web-line at a random building.

_"Under normal pretense's, this looks bad, but you forget your dealing with the spectacular Spider- ARGH!" _Spidey thought before both the falling debris and hanging onto the web-line attached to the building stretched him out to painful levels. While the web-slinger was busy saving the people, the man piloting the helicopter had thrown down a ladder for Ox who was holding a webbed up Fancy Dan to would keep holding on to the debris as he started swinging back and forth.

"_What goes down, must come UP!" _Spider-Man thought as he swung the debris at the blades of the helicopter spinning it out of control. The man would try to regain control but to no success.

"No can do boy's, I'ma bring her in for a crash landing!" The man shouted making a emergency crash somewhere on the rooftops. Spider-Man simply stuck around to get over the soreness in his muscles and to make sure every one down below was okay. It only took awhile for Spidey to find the helicopter located on a rooftop, but unfortunately it was abandoned with no sign of the guys who had attacked him.

"Great, now I've got that to worry about." Spider-Man said as he started swinging through the city and searching for any sightings of the brutes and as well stop a few crimes.

* * *

Double-Dee was barely able to keep his eye's open during the teachers lecture due to staying up all night due to his hero activities. Not only was he angry about not getting enough sleep, there was also the fact that the three men who had attacked him last night also got away. Double-Dee was wearing his suit underneath his clothes again which consisted of a over sized grey hoodie, ratty dark blue jeans and Converse. Just as he was about to lay his head down, the school bell had rung signaling the end of class. Double-Dee slowly picked up his things and walked to his next class.

_"Uh, this day can't go any faster."_ Double-Dee thought as he entered his next classroom and sitting down at his seat in the front row. Annoying laughter could be heard at the back of the room which belonged to Kevin and his fellow football buddies and some of the popular kids.

"Dude, did you hear about that car chase with Spider-Man the other day?" Kevin said gaining Double-Dee's attention.

"Yeah, they got some footage of it from the helicopter." One of the jocks said.

"Isn't that dude awesome!" Kevin said making Double-Dee give a little smile. He found it funny how the guy who had been picking on him all this time in high school and always thought he was a dork had actually just called him awesome. Well he called Spidey awesome.

"Settle down class!" The teacher said walking into the room with a stack of papers in one hand.

"I'm sure you're all eager to get your test's back." With that being said by the teacher most of the class groaned, except for Double-Dee. The teacher started handing out test to different students.

"C-, Yes!" Kevin said getting his test seeing as this was probably one of his highest grades on a test. The teacher would then give another marked test to Sarah who was sitting next to Kevin. Sarah would take a good look at the test which had a D- in red marker. Sarah would then look to Kevin with a sad look on her face as she couldn't have a bad mark or else she would have to quick the cheer squad. The teacher would then approach Double-Dee with a smile on his face.

"Nicely done Eddward, another A+." The teacher said giving Double-Dee his test. Kevin started to look at Double-Dee in annoyance. Kevin would then pick up his football and aim it at Double-Dee's head. Of course Double-Dee's spider-sense started going off alerting him of what Kevin was about to do.

"Oops." Double-Dee said 'accidentally' dropping his paper under his desk just as Kevin through the ball. Even worse for Kevin's sake, the ball would hit the teacher in the back causing him to drop the test's on the floor. The teacher would then turn around and give an angry glare at Kevin, who could only meekly smile. By the end of class Double-Dee was all ready to go before the teacher stepped in front of him and then look to Sarah as she was already leaving with the other popular kids.

"Sarah, a word please." The teacher said to Sarah as she looked back with a confused look on her face and started walking towards them with her friends waiting by. She was five-foot-seven and wearing the standard uniform of the cheer squad which consisted of a green and white tight crop-top, green skirt, and some sneakers. She had a toned lithe figure with her orange hair flowing down to her back.

"Sarah, If you wanna raise that grade your gonna need a tutor." The teacher said the looking to Double-Dee, who had a shocked look on his face when he realized where he was going with this.

"And I'm recommending Eddward for the job." The teacher said with now a shocked look on Sarah's face. Her friends would also cringe at the statement.

"Ugh, quality time with Double-Dork, I'd rather fail." Kevin said with his friends smirking and nodding in agreement.

"You mean you aren't." Double-Dee said sarcastically getting a glare from Kevin.

"Study with Double-Dee, I don't think so. Couldn't Kevin tutor me instead!" Both the teacher and Double-Dee would stare at her with a blank look.

"I'm not sure you understand, we want your grade to go up." The teacher said with Kevin now getting an angry look on his face now that he had gotten insulted by both Double-Dee and the teacher. The teacher would then walk away with Sarah giving a quick look at Double-Dee before scoffing and flipping her hair as she walked away back to her friends.

* * *

"And then he saved me, of all the people in New York he saved me." Max said as he was unscrewing the cover to a big device right next to a giant tank full of eels.

"That's great Max, but I think he's suppose to save anyone who's in trouble." said as he was checking something through a microscope. Just then Eddy walks through the doors.

"Eddy, aren't you suppose to be in school?" Dr. Connors asked.

"Well I know you need some extra stuff done, and I'm only missing lunch." Eddy said trying to convince the good doctor.

"Alright, alright, I guess we could use some help." Dr. Connors said getting a fist pump from the teenage helper. Eddy would look over and see Max working on something.

"Hey whats going on Max." Eddy said while waving getting a smile from Max.

"Were experimenting with genetically-altered electric raised eels, trying to harness their bio-electric energy into a kind of clean source of power." Dr. Connors said with a huge grin on his face. Eddy would walk up to the tank and knock on it.

"Sounds awesome, but you might wanna clean the tank." Eddy said getting a good look at the weird looking water.

"It's clean, the fluid increases the eels bio-electric signatures. Which have become so intense we've been forced to upgrade the labs bio-electrical filter." Dr. Connors said looking over to Max.

"We've been forced?" Max said sarcastically with a grin.

"I stand corrected, we're forcing Max her to upgrade." Connors said correcting himself to Eddy.

"All I'm saying." Max said jokingly. He had been in a good mood since his encounter with Spider-Man himself, It gave him the courage to try and restart his life, go to college, find a girl to settle down with. Max was just about done unscrewing the last bolt to the big device while Eddy was putting away some boxes and Curt was looking at something through a microscope again. Max would put his powered screwdriver on top of the big device and try to pull out a big circuit board. The screwdriver would fall down on the keyboard of the big dive breaking it and causing it to short circuit. Just when Max had reached down and grabbed the power tool, he would she blasted by the electricity escaping from the device from the keyboard.

"AAAAAAAAAAAAAAHHHHHHHHHHH" Max would scream in agony gaining the attention of both Eddy and Dr. Connors. The blast would hurl him towards the tank, breaking the glass and letting the fluid out dousing him and shocking him even more. Just when he collapsed on the floor, Dr. Connors and Eddy would run over to him and try to pick him up, only to be shocked by static electricity.

"Ow, what the hell!" Eddy shouts in pain while gripping his hand.

"Call an ambulance!" Connors said while pointing at the phone for Eddy to call help.

* * *

"See the chapter is all about how biological system's interact." Double-Dee said putting down the book and taking a look at Sarah, who was glued to her phone. Shocker.

"Anything in there about how biological systems are boring." Sarah said still looking at her phone. They had decided to study in public at a local cafe called the Silver Spoon, a popular chain of coffeehouse's across New York. Double-Dee was at his wits end trying to help Sarah, which she clearly did not want.

"Uh, yeah, dulls vile right, who wants to waste their time with a textbook." Double-Dee said not knowing why he did.

"What a coincidence! Kevin just texted me those exact words, about you." Sarah said insulting the other teen.

"Maybe if you stop texting Kevin for just a minute-" Double-Dee said trying to get the redhead to put down her phone.

"Good idea, I'll call him instead." Sarah said putting the phone to his ear. Double-Dee just put his head down resting on the table trying to figure out what to do next when all of a sudden his spider-sense started going off. He would turn his head in direction of Time Square, which appeared to be having some sort of blackout.

_"Definitely not liking that, and just when I was having so much fun being ignored." _ Double-Dee thought looking at the girl who was still talking on her phone. He then started putting his stuff away into his backpack and started to get up with Sarah looking at him in confusion.

"Look this tutoring thing is something you need not me, so when your ready to learn, let me know." And with that Double-Dee walked off leaving the redheaded girl in shock. Sarah was surprised by this, who would of thought Double-Dee had a backbone. After getting away, Double-Dee would run into the nearest alley taking off his clothes revealing the web-patterned costume underneath. Putting his clothes into his backpack, webbing it to the side of a building up high, he then started swinging away to Time Square. When Spidey was getting close, he could see people running away and then some kind of explosion knocking several police cars up into the air, one which was about to crush an officer. Spider-Man quickly dove under the car and lifted the vehicle right above the law enforcer shocking him.

"Glad your not one of those cops who rides a horse." Spidey said then flipping the car right on it's tires. Spider-Man would then take a look at what was happening in the middle of all of this and see a man in some kind of green containment suit covering himself against the bullets being fired by the cops, which weren't doing anything seeing as how the bullets were disintegrating when they got close to him. The man appeared to be shooting out some kind of yellow electricity from his hands.

"ALL UNITS HOLD YOUR FIRE, I REPEAT HOLD YOUR FIRE!" The officer who Spidey had saved earlier shouted into his walkie-talkie. Spider-Man then jumped onto a nearby police car to see the man panicking.

"Stop, stop it!" The man shouted at the police officers who had just stopped shooting.

"Yo sparkles!" Spidey shouted at the man to get his attention. He would then turn around and appear to have some look of relieve on his eye's, which were only thing seen through the suit.

"It's you." The man said

"Yeah I know it's me, who are you?" Spider-Man asked trying to find out who this man was, and more importantly trying to find help seeing as how he was probably just scared.

"You don't remember me?" The man asked sounding hurt and taking a step forward, stepping on the the conductive metal gates leading to the TKTS staircase, which people were standing.

_Have to keep him there if I don't want the people to be hurt." _Spider-Man thought as he took a look back at the man in the green suit.

"I'm sorry, I don't, could you help me refresh my memory." Spidey said trying to be as polite as possible.

"I was walking in the street, a car was about to fall on me, you, swooped me up." The man said jogging Spidey's memory.

"You said you needed me." The man said as if sounding reminiscent. Under the web-slingers mask his eye's were the size of the moon, surely this man couldn't be who he thought he could be.

"MAX?!"

* * *

**Welp, there's another chapter, hoped you enjoyed it, Happy Fourth of July, Truebelievers!**_  
_


	7. Ch7: I'm Sorry

**Hey everybody, here's another chapter coming right at you! Review if you enjoyed it, please, oh pretty please!**

* * *

"Max!" Spider-Man shouted in realization at the man in the green containment suit. Max nodded his head while looking around at all the people staring at the two super-powered mutants. Spider-Man then jumped off the police car he was crouching on and started walking towards Max.

"Yes I remember you, your my eye's and ears." Spider-Man said trying to sound overjoyed as if seeing an old friend.

"Sorry I didn't recognize you, what with the, uh." Spider-Man said gesturing towards the suit Max had on. Max kept looking at all the cops who had their guns up, worried they were about to start shooting again.

"I-I don't want them shooting at me." Max said pointing towards the cops.

"Yes, yes, of course, EVERYONE, THIS IS MY BUDDY MAX, OK, NO ONE SHOOT AT MAX!" Spidey shouted hoping the police would listen to him. Unfortunately what they didn't know was that one officer was perched on a nearby rooftop next to a giant screen, with a high powered sniper-rifle aimed towards Max. The officer was fully focused and his finger was squeezing the trigger.

"As soon as that thing moves, shoot it." A voice said through the snipers earpiece. Back in time square people kept looking towards Spider-Man and this new guy talking, only they can't hear a word their saying.

"Look, we'll go someplace, away from people, and talk, okay." Spider-Man asked Max trying to sound as calm as possible and genuinely worried about the man who was all fidgety. Max nodded his head and took a step back on the metal bars shocking him. This was enough for the sniper to shoot a bullet at Max, only to disintegrate before it hit him. Max looked over to the snipers area and shot a bolt of lightning at him, knocking the sniper away and breaking the bolts holding the giant screen together. Spider-Man shot a web at the hand Max was using to shoot lightning, only for the electricity to flow through the web like some cable and blast Spidey into the police car behind him. Spider-Man struggled to get up as the blast really took a tole out of him, and the web-shooter on his left hand, as it was completely malfunctioning. His spider-sense then started going off, looking to his side, he see's that the giant screen was about to fall on some nearby officer, who had no time to get clear. Spidey then shot a web-line at the officer with his one remaining web-shooter, and gave it a huge pull, getting the officer away in time to just miss being crushed by the screen. People then started cheering and clapping their hands to the web-slinger for saving the officer, soon people started chanting his name with the screens in Time Square now focusing on him.

_"Wow, fifteen minutes of fame." _Spidey thought as he started approaching Max.

"Max, buddy, lightning bud, sparkles? You okay man?" Spidey asked Max as he was starring at the giant screens showing Spidey, angering appearing in his eye's as he turned his head to look at the web-slinger.

"Stay with me Max." Spider-Man said to walking source of electricity who was squeezing his hands which were shooting out little sparks.

"You set me up!" Max accused Spider-Man thinking he was the one who gave the go ahead to the sniper.

"No, I didn't set you up." Spider-Man said trying to calm him down.

"YOU LIED TO ME!" Max shouted with the helmet of his containment suit opening revealing a head made of electricity, but your still able to see his eye's, nose and mouth. The screens in Time Square started scrambling as Max kneels down in front of the bars, grabbing them and sending volts of electricity through them hurling towards Spider-Man and the people behind him on the red glowing staircase. Spidey back-flipped onto the car jumping off it once again when the blast sent the police vehicle through the air towards the people and one man currently frozen in fear. Spider-Man's spider-sense started doing something fierce, it was time slowing down again, he could feel everything around him, he could feel two people about to grab the metal railings of the staircase conducting electricity, he could even feel the terrified people running towards the top of the staircase. He started moving his left hand towards his right handed web-shooter, covering the hole so that it could only shoot out of it's sides stopping the car from crushing the man. Spider-Man then did another back-flip sending one web-line towards the person about to grab the metal bar, and another web-line to the other, pulling their hands away so they don't get electrocuted. He then landed in front of the people momentarily stopping them so they could see electricity conducting itself through the bar, saving them. Max then starting shooting even more bolts of electricity at Spider-Man, who quickly dodged it and shot a few web-pellets at him, which had no effect. Spider-Man quickly hid behind a billboard blocking Max's attacks.

"And here Aunt May told me to bring an umbrella." Spidey said to practically no one. Once the blast had stopped, Spider-Man jumped over to face the new super-powered human by himself.

"Alright Electro! I'm-" Spider-Man said before looking to see that Max was nowhere to be seen.

"All alone." Spider-Man said wondering where he could have gone.

* * *

Double-Dee hurried into Dr. Connors ESU lab first thing before school, wanting to find out if they knew anything about Max's current condition. Double-Dee frantically looked around for Dr. Connors who was nowhere to be seen until he appeared walking out of his lab. He was looking at some papers, focusing intently on them and running through them.

"Dr. Connors!" Double-Dee called to the scientist who looked in Double-Dee's direction.

"I saw what happened in Time Square, is that guy really Max?!" Double-Dee asked even though he already knew the answer.

"Unfortunately, yes." Connors said with his head down in shame.

"What happened?" Double-Dee asked wanting to know the full story.

"There was an, accident, Max got shocked and doused in the fluid the increased the eel's bio-electric signatures." Connors said gesturing towards the broken tank that used to be filled with water.

"Now Max's body is currently generating a constant stream of bio-electricity, the suit was built to keep him and... us safe." Connors said.

"Were working on a cure, but, it's going to take time." Connors said rubbing his head as if he had a headache.

"I can help!" Double-Dee said hoping the doctor would agree.

"You can, but you need to go to school first, you can come after." Connors said leading Double-Dee to the door. Double-Dee would protest, but he needed to apologize to Sarah for ditching her, even if she was acting like a jerk.

"Alright, I'll, come after school." Double-Dee said stopped struggling and walking to the bus stop.

* * *

Double-Dee walked down the school hallway not at all in a hurry, seeing how Max is still out there, probably freaking out over his transformation. Double-Dee then spots Sarah fixing herself up in her locker mirror applying eye-liner. He then takes one big inhale, holding his breath for a second, and then exhaling and started to walk towards the redheaded cheerleader. Sarah closed her locker and noticed Double-Dee approaching her.

"Double-Dee, hey." Sarah said to the teenager.

"Yeah, hey, look I feel bad about ditching you yesterday, so if you still want help, we can meet up after school at the ESU lab, its up to you." Double-Dee said then leaving with Sarah looking at him in confusion as he walked away.

* * *

Max was walking down the street towards his flat, he had been hiding out in alleys for a awhile now, he needed to get home. He kept thinking what he ever saw in the web-slinger, he betrayed him, he lied to him, like everyone else. He just wanted to feel important, like he mattered, just for one person to know he exists, well they do now, after what he did at Time Square, they all can see what they did to him. Max started walking up the steps leading towards the door before a voice stopped him in his tracks.

"Max." He turned around to see the doctor who had treated him earlier at the hospital after the accident with a few police officers.

"We need to get you back to the hospital." The doctor said to Max.

"I'm done with hospitals! I just wanna go home." Max said turning back around but not walking forward.

"I'm not sure your ready for-" The doctor said before being pushed out of the way by one cop as he started to speak.

"Listen Dillion! After last nights little escapade, it's either a hospital or a jail cell! Your call." The officer said getting a wide eyed reaction from the doctor and some of his fellow cops. Max started to slowly turn around without saying a word.

"My, call, my call. None of this has been, MY CALL!" Max said now unleashing his power onto the officers, doctor, and the police cars overcharging their batteries and blowing them up. The officers and doctors were on the ground, some moaning in pain, some trying to get up, or both.

"Max, please, stop, we just want to help you." The doctor said trying to get Max to calm down.

"You can't help me, but I know who can." Max said before running down the streets with the street lambs bulbs blowing up after he passed them.

* * *

"Could we put him in a tank, use the bio-electric filter to siphon off-" Nazz said to Dr. Connors looking at the repaired tank full of eels, trying to figure out some way to cure Max.

"No, won't work I'm afraid, eels evolved to live in aquatic environments, Max didn't." Dr. Connors turning down Nazz's idea.

"And with the current voltage he's generating, you don't want him anywhere near water." Double-Dee said looking at the computer with research notes on bio-electricity with Eddy sitting next to him. They had been at this for some time now, finding a dead end to each new theory, with Double-Dee working from all different kinds of angles to find a way to stop Max in case he decides to go on a rampage.

"Double-Dee." A female voice said getting the scientist and Eddy to turn their heads and see it was Sarah. Double-Dee had a shocked look, as he thought she wouldn't actually come.

"Uh, hey, Sarah." Double-Dee said with an awkward wave. Dr. Connors then approached Sarah with a smile on his face and extending his left hand.

"Nice to meet you, I'm Dr. Connors." Connors said to the teenager.

"Hello." Sarah said back. Double-Dee then got up from his chair and walked towards the doctor.

"Uh, can you hang on just one minute Sarah." Double-Dee said dragging the good doctor along as Sarah went to talk to Nazz. Double-Dee made sure they were out of ear shot so he could talk to Dr. Connors.

"Maybe, this is a bad time." Double-Dee said.

"No, it's okay, I need to check on some results in my office anyway." Connors said before walking into his office and shutting the blinds so no one could see what he was doing. Double-Dee looked confused before walking back to Sarah and Nazz.

"So, Nazz, you like this stuff." Sarah said awkwardly as she didn't know Nazz had this side.

"Yep, I'm also a nerd." Nazz said proudly.

"We all are, you could be too." Double-Dee said holding a metal rod used to pick up the eels and rubber gloves.

"Great." Sarah said sarcastically while rolling her eye's.

"I'm serious Sarah, your smart, you can get this stuff." Double-Dee said walking her over to the tank full of eels, with Nazz focusing on them.

"You just have to see it in a different way." Double-Dee said before plunging the metal rod and his hand into the tank of electric eels.

"Double-Dee!" Sarah exclaimed thinking he would get electrocuted but instead he was alright and started moving the metal rod.

"In nature, everything is connected, as scientist we expand upon those connections, maybe as people we could do the same." Double-Dee said then looking over at Sarah who was astonished at his little monologue, as so was Nazz who was staring at Double-Dee in a new way. She new Double-Dee was a smart guy, sweet, and brave for the way he stood up to Kevin whenever he was bullying someone, but this side of him was something of a surprise, a good surprise.

"I thought you said this stuff was boring." Sarah said smiling at Double-Dee.

"It is." Eddy said walking right next to Nazz. Sarah looked at him with the usual angry face she used whenever she saw him, Nazz rolled her eyes, and Double-Dee just ignored him as usual.

"Anyway." Nazz said looking at Double-Dee and Sarah.

"Your lucky to have Double-Dee as a tutor Sarah, probably like, a Nobel Prize in his future." Eddy said with Double-Dee smiling at Eddy's compliment. Suddenly the lights in the room started flickering on and off with Double-Dee's spider-sense starting to kick in. The front doors to the lab were then blasted open with the kids getting back and Sarah grabbing a hold onto Double-Dee.

"CONNORS!" The voice said before walking over to the kids revealing himself to be Max. He seemed to be frantic and searching around for Dr. Connors and looked towards the kids.

"WHERE'S CONNORS!" Max shouted to the kids before pushing the papers, beakers and books of the table in a rage.

"You really don't want to keep me waiting kids! Where's Connors!" Max said before Connors came rushing out of his office putting on his lab coat for some reason and setting a syringe that was filled with a green substance down on the desk .

"Max, I'm right here, try to remain calm." Connors said trying to reason with Max.

"Calm! CALM! We left calm a lifetime ago doc, I can't take it anymore, you caused it, you cure it! NOW!" Max said demanding to be reverted back to normal. Double-Dee could only watch what would happen as he couldn't risk letting his secret out, he needed some kind of opening or chance of some kind. Sarah was still holding onto Double-Dee for dear life as Nazz didn't look so scared while Eddy just stayed back.

"We will, it'll just take time." Connors said.

"I DON'T HAVE TIME! Cure me, NOW!" Max said before shooting a beam over Connors head making him duck.

"Before I really get upset." Max said closing in on the doctor.

"_Okay, have to stop this, god I hope this works."_ Double-Dee said slipping out of Sarah's hold and looking over to Eddy.

"I'll distract him, you get the girls out the back." Double-Dee said to Eddy before charging at Max.

"Double-Dee, no!" Nazz shouted at Double-Dee who tried to tackle Max, only to be hit by electricity and thrown through the front doors of the lab into the middle of the plaza. Eddy was already leading the girls out of the back door before looking back to see if Double-Dee was alright, but no sign of him.

"Max please, stop, we'll find you a cure, it just needs time." Connors said getting his attention.

"YOUR LYING!" Max accused the doctor as he destroyed the desk in front of him with the syringe hitting the ground. Max took one step closer to Connors before a voiced was heard above them.

"Whoa guys, I know it's not a cure but how about some chill pills." Spider-Man said revealing himself hanging upside-down on a web near an open window of the glass roof. Spider-Man lowered himself onto the ground in front of Max who shot a bolt at him only for Spidey to dodge it.

"You!" Max said to the wall-crawler.

"Yeah, me, look I know your in a tough spot, but I really want to help Max." Spider-Man said extending his hand.

"You want to hold my hand." Max said taking Spidey's hand and electrocuting him blasting him to the ground.

"None of you get, without a cure, I'm not Max Dillion! I'm, what you'd call me?" Max asked the wall-crawler steadily getting up.

"Sparkles?" Spidey answered.

"No not that, Electro, yeah, I'm ELECTRO!" Electro said proclaiming his new name with the helmet of his containment suit opening unleashing his power again blasting things all over the place with Spidey and Dr. Connors shielding themselves. What no one noticed was that one of the blast's had electrolyzed a syringe that was lying on the floor, the same syringe Connors put on the desk. Spider-Man then looked towards a big chunk of the desk Electro had destroyed and getting an idea.

"All right, Electro, you wanna vent!" Spidey said before webbing the chunk of desk.

"Then vent!" Spider-Man said then slinging the desk into Electro. Electro seemed alright as he shielded himself and started blasting at the web-slinger who was bouncing all over the room. Electro kept firing at Spidey, putting dents and holes into the construction all over the room without noticing that Connors was starting to get out of the lab by heading towards the exit. Electro turned around to see this and was about to shoot him if not had Spider-Man quickly webbed him up and the door after Connors had gotten out.

"Gone, my one chance at a cure, AND YOU'D LET HIM ESCAPE!" Electro said frying his way out of the webs and charging at the web-head, only for Spidey to jump over him and near the webbed exit. Electro turned around and looked at Spider-Man with deep hatred and slowly approaching him.

"That's it, the gloves are off." Electro said charging up power in his hands.

"Oh please don't say that, cause every time someone say's that I-" Spider-Man was cut off as he was hurled by a bigger blast by electro sending him out the front door with some equipment from the lab into the plaza.

"Get hurt." Spider-Man said as he was still lying on the ground in pain only getting up when he saw Electro about to shoot at him again. They were once again back to Spidey jumping around to avoid Electro's blast. Spider-Man noticed the rubber glove he had used earlier on the eels was lying on the ground with some other equipment. Spidey then grabbed the rubber glove and proceeded to put it on his left hand.

"Alright Electro, the gloves are on." Spider-Man said as he shot a web at a nearby street lamp and started to swing right into Electro, grabbing him with the rubber glove and throwing him into the side of the building. Electro fell to the floor groaning and slowly getting up with Spidey landing right beside him thinking he won.

"Ha you can dish it out, but you can't-" Spidey was once again cut off as he was blasted by Electro into the giant metal radio tower, grabbing onto it and rubbing his chest.

"Aw, me and my big spider mouth." Spider-Man said then looking to Electro who was approaching the tower chuckling.

"Can't escape me up there web-slinger, THIS IS MY PLAYGROUND!" With that being said, Electro shot himself towards the radio tower much to Spidey's surprise he can do that. Electro grabbed onto the tower electrifying it with Spider-Man now only grabbing the tower with his gloved hand.

"Okay, maybe climbing the big metal tower wasn't such a good idea." Spider-Man said then dodging Electro's blast's.

"What I need is a plan." Spider-Man said then dodging another one of Electro's blast with it blowing off a letter of the radio tower, with it hurtling down through a glass roof of the ESU swimming pool. Spidey then formulated an idea in his head.

"Or the world's biggest dunk tank." Spider-Man said then swinging around the radio tower circling around Electro who's attempts to blast him were futile. Spider-Man then kicked Electro off the tower sending him into the pool. After a few seconds of nothing happening, Spidey though his plan had failed until a huge blast of water shot out of the building along with some steam covering his view. After the steam cleared, Spider-Man looked down to see Max all juiced out laying in what use to be the pool mumbling, Spidey jumped down next to Electro knowing he was done for.

"People finally NOTICED ME!" Electro shouted to Spidey but was now not trying to attack him.

"I was gonna go back to college, find a woman to settle down with, have a life, a complete turn around. Then this happens, and then people notice me, but then they started shooting, throwing hateful words like I'm some freak, I still thought it was gonna get better, BECAUSE OF YOU!" Electro said sadly pointing a finger at Spidey who didn't say a word and only listened.

"You gave me hope, you acted so kind to me, you saved my life, then I was one of your enemy's, no different from the crooks you fight." Electro said sliding down the side of the pool looking down before looking at Spider-Man, like he could see his eye's beneath his mask.

"You said we were partners." Max said like he lost all hope. Double-Dee looked sadly at Max thinking what he could have done differently to prevent this from happening.

"I'm sorry Max." Spider-Man said before police sirens were heard outside of the building. Spider-Man shot a web, but not before taking one last look at Max and swinging away just as several police officers came busting in the room to see the damaged cause by the fight between the super-powered hero, and villain.

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**Whelp, Another chapter done, again please review or you can favorite or follow, or all three! Thank you!**


	8. Ch8: Ski-Masks

**Sorry this chapter took so long, I've been busy. Please leave any thoughts on what you thought of this chapter!**

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_"Maybe if I tried talking to him even after he attacked me in Time Square, he could've come to his sense's. Or maybe if I find a cure he'll calm down, or" _Double-Dee thought as he walked down the school hallway trying to figure out what he did wrong with Max after his rampage. He had stayed up all night after the incident at the ESU lab thinking over his mistake's in helping Max, or as he prefers now, Electro. Double-Dee was wearing a oversize grey hoodie with a white shirt under it, black jeans, high-top Vans, but was missing his famous hat the resembled a sock, revealing his jet black messy hair. He didn't feel like searching for it this morning, he just wanted to get the day over with.

"Double-Dee?" a female voiced called out making him turn his head and seeing Sarah in her cheerleading uniform approaching him.

"Hey Sarah." Double-Dee said.

"Double-Dee what were you thinking last night? Are you hurt?" Sarah asked with a worried expression.

"I'm fine, really, I though I should've tried to help." Double-Dee said starring at the ground as if it was the most important thing in the universe.

"And you got zapped!" Sarah said.

"Yeah, guess ol' Double-Dee pretty useless." Double-Dee said bagging on himself.

"I wouldn't say that." Sarah said giving Double-Dee a smile and doe eye's. Double-Dee looked up and smiled at her compliment. Kevin and his fellow jocks then approached Sarah while giving Double-Dee the dirty eye.

"Sarah?" Kevin said getting both the cheerleader and Double-Dee's attention.

"Whats the dork doing here?" Kevin said putting emphasis on dork.

"It's a hallway." Double-Dee said joking at Kevin who returned with an angry glare. Sarah looked at Double-Dee, then to Kevin and grabbing the quarterbacks arm and looking smugly at Double-Dee.

"Leaving I hope." Sarah said joining the other popular kids at starring down the teenager. Double-Dee looked shocked for a second but then just decided to continue his walk towards his first period class. Double-Dee approaches Ed, Eddy, and Harry as they had watched the whole scene.

"Ah Double-Dee, another hapless victim of wild, undomesticated cheerleader." Harry said sympathizing with Double-Dee.

"Sorry about my sister Double-Dee." Ed said apologizing on Sarah's behalf.

"But hey Sockhead, if you wanted her to learn, at least you taught her on how to fold to peer pressure." Eddy said getting some things out of his messy locker. Double-Dee sighed before realizing and learning a great lesson.

"It's okay guy's, I offered my hand, she smacked it away, you can't get everyone to accept your help, the key is to never stop trying." Double-Dee said passing on some wisdom to his friends with Harry nodding, Ed scratching his head with a dumb struck look, and Eddy who just seemed to not care.

"To cheer you up Double-Dee, I'll give you some buttered toast from my lunch!" Ed said before taking out a piece of moldy toast from his pocket and shoving it into Double-Dee's hands. The stale toast smelled disgusting and had a few mushrooms growing out of it, but none the less, Double-Dee smiled at Ed's generosity.

"Thank you Ed." Double-Dee said before the group started walking towards their class.

* * *

Martha walked towards her husband who was still writing down notes in the middle of the still damaged lab. Curt had not stopped looking for ways to cure Max of his new condition, even if he had attacked him. Martha starred at her husband for a few seconds before stepping closer and putting a hand on his shoulder.

"We won't stop trying Curt." Martha said with Curt putting his hand on top of hers and looking in her eye's.

"I know sweetheart." Curt said.

"But we can't do anything more today. Come on, lets go home." Martha said before walking towards the exit of the lab. Curt then looked down to see the syringe he was suppose to inject in himself the night before. Curt quickly bent down and grabbed it, hiding it into his lab coat before following his wife out of the building.

* * *

"HIT IT, GO!" The man wearing the ski-mask said as he got in the getaway car to the other man wearing a ski-mask. The owner of a convenience store came rushing out into the street waving his fist at the criminals who were getting away.

"Help, police!" The owner shouted hoping someone heard him. Meanwhile the one of the thieves was counting the money in the car as his partner drove the speeding car.

"Must be at least two grand in here, score!" The man in the passenger seat exclaimed.

"And no Spider-Man in sights!" The man in the passenger seat said only to be surprised as the web-head then suddenly appeared on top of their car looking at them through the front window.

"Ta-Da! Say my name and I magically appear!" Spider-Man said then jumping onto the hood of their car.

"NOT YOU AGAIN!" The man driving shouted in anger revealing his Russian accent.

"Again?" Spider-Man said in confusion as the ski-mask's were still on the thieves and so he couldn't tell who they were. Both men then took off their mask's revealing the two men who stole the Oscorp truck carrying plutonium. They were still wearing the clothes they had on the day Spidey caught them. Aleksei looked like he was about to explode with rage while Flint looked like he was fiddling for something on the floor.

"Oh hey, it's you guys, Flint and Alex right? So, how you guy's been?" Spider-Man said clearly joking before Flint rolled down the window, stuck his arm and head out of the car aiming a handgun at the wall-crawler. Spider-Man quickly kicked Flint and the gun out of his hands before Aleksei pulled a hatch releasing the hood of the car and throwing Spider-Man off. Spidey then shot a web-line at the released hood of the car to hold onto, unfortunately the the hood broke off of the car and hurled towards Spidey. Spider-Man then simply landed on the hood and shot a web-line at the car.

"SURFS UP!" Spidey said as he held onto the web-line while riding the detached hood of the car as if he's water skiing. Spider-Man then released the web-line and the hood and started to jump from building to building, then lamp post to lamp post, landing on top of the car. With the hood no longer covering the engine, Spidey was free to clog it with his webbing. The car then started swerving out of control and crashed into a nearby street lamp, all after Spider-Man jumped off the car. Spidey then grabbed the two criminals out of their open windows and webbed them up by the street lamp they crashed into. And with one final touch, Spider-Man left his signature card with the two webbed up crooks.

* * *

"_All right, got some more money from the Bugle, now I can help Aunt May with the bills, and with my ten percent cut, another batch of web-fluid._" Double-Dee thought as he entered his home with a wad of cash in his pocket.

"Hey there Tiger." Double-Dee was taken by surprise at Marie sitting on their couch. She was wearing a cropped black long-sleeve baseball-tee, black jeans, and high-top Vans.

"MJ!" Double-Dee shouted in surprise at his now beautiful, former childhood tormentor. She looked at him with that same smirk he remembered from his childhood that made him frozen in fear.

"How did you get in!?" Double-Dee asked still taken by surprise. His knees were shaking, but not from fear like they used to whenever he saw her, something else, nervousness.

"I broke the lock on the door." Marie said as she checked her nails.

"WHAT!" Double-Dee shouted as he checked the door lock.

"I'm kidding, your aunt let me in." Marie said calming down the other teenager. Aunt May then walked into the room from the kitchen with a plate full of tatter-tots.

"Here you go deary." Aunt May said placing the plate down on the table near Marie, who quickly started to eat them one by one.

"Thank you Mrs. Parker, your the best." Marie said thanking the elderly woman.

"Oh your welcome." Aunt May said sweetly before walking over to her nephew and giving him a kiss on the cheek. Double-Dee then dig's into his pocket and pulling out the cash he had earned from the Bugle.

"Here you go Aunt May, sold more pics to the Bugle, here's ninety percent for the bills and ten percent for me." Double-Dee said giving his Aunt May's share of the money and giving her a kiss on the forehead. Aunt May smiled and went right back into the kitchen leaving the two alone again. Double-Dee looked to Marie and saw her still smiling at him.

"That was sweet." Marie said.

"It was nothing." Double-Dee rebuffed while sitting down on the same couch as Marie.

"No, really, a lot of kids wouldn't be doing what your doing." Marie said getting Double-Dee to smile.

"Thanks MJ." Double-Dee said grateful for her compliment. She really has change, not just physically, but her personality as well.

"I wanna catch up, but I'm moving in with my aunt down and I gotta move my boxes into my new room." Marie said sadly as she genuinely wanted to catch up after all these years.

"I can help." Double-Dee said offering his assistance.

"Such a gentleman, ok." Marie said as she got up from the couch and walked towards the door only to be blocked by Double-Dee who stopped her and then opened the door and hold it open for her again.

"Like I said, such a gentleman." Marie said before kissing Double-Dee's cheek again and walking out the door. Double-Dee once again felt his cheek not knowing his aunt was approaching him.

"Have fun Double-Dee." Aunt May said snapping Double-Dee out of his trance.

"Thanks Aunt May." Double-Dee said as he started to leave.

"And no hanky-panky." Aunt May said getting a confused look from her nephew.

"Hanky-panky?" Double-Dee said.

"You know what I mean." Aunt May said.

"If we were in the nineteen-thirty's I'd know what you mean." Double-Dee said getting a chuckle from Aunt May. Double-Dee then closed the door and followed Marie to her aunts house.

* * *

_"Okay, what the hell?" _Spider-Man thought to himself as he swung through the skyline of New York City, the night after helping MJ. Another night of keeping a watchful eye over his city, except nothing is happening.

"_I mean I got my costume on and everything. I went through all the trouble of putting on my tights and all. Aaaaaannnnnd, there's nothing going on. Nothing, this is New York City, where's all the crazy's, thugs, muggers?" _Just as Spidey finished that he heard a loud explosion near the Rockefeller Center.

"_Ah, there you go."_ Spider-Man thought before jumping down near the statue they have of Prometheus. Smoke was coming through the vents near said statue.

"_That's definitely weird." _Spider-Man thought as he got closer to the vents and could've sworn he heard voices down below.

"_Must be in the sewers, great, and I just had this suit washed."_ Spider-Man thought before opening the closest man-hole and jumped down into the disgusting sewer's, crawling on the walls and getting closer to the voices, all which sounded familiar. Spider-Man carefully hid hanging on to the ceiling of the sewer tunnel as he saw a giant blown hole in the wall with several items in it, all which looked valuable. Must be the Rockefeller vault hidden underneath the Center.

"First time I've blown my way out of a store." A all way to familiar voice said before two large men came running out of the blown wall with bags full of items thrown over their shoulders. The two figures where none other than Flint Marko and Aleksei Sytsevich, the two men who stole the Oscorp truck, and robbed a convenience store.

"Yeah Marko, biggest score we've ever made, I'm loving it!" Aleksei said cheering in victory.

"I'm loving there's no Spider-Man down here to cramp our style." Marko said to his partner.

"Didn't know you had any style." Spider-Man said lowering himself from the ceiling on a web and trapping the two would-be thief's again in his webbing. Spider-Man then left the two strung up on a lamp post again and calling the police to notify them of their capture.

"Well, love to stay and catch up, but I've got a long night ahead of me." Spider-Man said then swinging away.

"I really hate that guy." Aleksei said dangling from the street light.

"_How did those two even get out this early, guess some punks can have friends." _Spider-Man thought before continuing his patrol of the city.

* * *

"You talking to me." Double-Dee said to no one as he was in his room alone practicing his aim shooting his webs at empty soda cans several days after catching Marko and Aleksei again. Double-Dee's room was covered with webs, soda cans, empty bottles, all for practicing his sharp shooting.

"Then say hello to my webs!" Double-Dee said before he was about to pull on a stacked tower of cans before he tripped on a bottle, knocking himself down with the soda cans pilling on him.

"Eddward?" Aunt May called from outside his door. Double-Dee quickly shot up and scrambled to his feet.

"Hold on a sec Aunt May, I-I have to clean up a bit!" Double-Dee said before sounds of scurrying and cans rustling were heard on the other side of the door. The noises stopped after a few seconds with Double-Dee then opening the door allowing his aunt to walk in and see a neat and tidy room.

"Oh my goodness, you did clean up." Aunt May said amazed at mess free room.

"I haven't seen a room this clean since you were twelve." Aunt May said remembering Double-Dee's old obsession with messiness.

"Where's the clutter, under the bed as usual." She asked looking under Double-Dee's bed, with nothing being there.

"Aunt May, I'm not a kid anymore. I don't need to resort to tricks." Double-Dee said not taking his eye's at the trash webbed closely to the ceiling hoping his aunt wouldn't look up.

"Well I'm impressed Eddward, with your school, your job, and now this." Aunt May said not noticing a piece of paper floating down from the webbed trash above them. Double-Dee quickly maneuvered around her as she walked towards the door and grabbed the piece of paper in his hands.

"Your growing into such a great man." Aunt May said as she turned around to face her nephew, now noticing the paper in his hands.

"Whats that?" She asked.

"Oh its a flyer for Midtown highs fall formal." Double-Dee said passing the flyer to his aunt.

"I'm not going though, I don't have a date." Double-Dee said shrugging his shoulders.

"Oh Eddward, you live such a sheltered life." Aunt May said with Double-Dee then thinking back to the times he's put on the mask. The times he stayed up for entire nights. The times he had to dodge a dozen firing guns aiming for his head. He couldn't tell her, not with her poor heart, it break her.

"Oh, why not ask Anna's niece, Marie Jane!" Aunt May suggested with Double-Dee then getting flustered.

"Uh, yeah, l-let me think on that!" Double-Dee said then grabbing his school bag.

"Right now I gotta head over to Harry's place and help him study." Double-Dee said before his Aunt walked out of his room with him closing the door behind them.

* * *

Double-Dee had just taken off his web-shooter's and hid them in his bag before the elevator door to the Osborn condominium. The doors slid open to reveal Norman Osborn himself about to enter the elevator. Norman smiled.

"Eddward, good to see you. Here to help Harry?" Norman asked.

"We help each other Mr. Osborn." Double-Dee answered.

"Now, Now Eddward, modesty doesn't become men like us. Smart. Driven. Responsible. Self-made." Norman said giving Double-Dee a list of compliments as he put his hand on his shoulder. Double-Dee quickly became embarrassed.

"I-I'm more of a work in progress." Double-Dee said honestly just as Harry along with Ed and Eddy walked into the room.

"At least your making progress." Norman said before looking at his son. Double-Dee was a little angry at what Norman had just said. Was he always like this. Harry quickly left and headed towards his room with Ed, Edd n Eddy following behind. Harry spun the chair in his room, sat down on the bed and gave a sigh before falling back on it. Ed and Eddy sat in the twin bean bags Harry had in his room. Double-Dee gave a look to Harry's computer.

"Mind if I check my email?" Double-Dee said before Harry gave a 'go ahead' hand gesture. Double-Dee sat down in the swivel chair and started to check if he had anything new. He saw he had a new email from Midtown high, an invite to the Fall Formal.

"An invite to Midtown high's fall formal." Double-Dee said aloud.

"Which would be great if either one of us had, whats the word?" Harry said.

"A date." Eddy said getting comfy in the bean bag.

"That's it." Harry said.

"I could probably ask MJ as a friend." Double-Dee said in a whisper but Eddy still heard it.

"Who's MJ Sockhead?" Eddy asked making Double-Dee freeze. He didn't even bother to look at them.

"Huh, uh, just this girl, my uh Aunt May introduced me to." Double-Dee said fumbling his words.

"HAH! You couldn't find a girl so you had your aunt do it for you!" Eddy said before he started laughing with Ed joining him with Harry stifling some laughs as well. Double-Dee simply grumbled.

"So who are you asking, Eddy?" Double-Dee asked making Eddy suddenly stop laughing before giving his usual sly grin.

"Double-Dee, when are you going to realize all the girls love me. They'll be lining up to get with this." Eddy said confidently standing up and showing himself off. Double-Dee, Ed and Harry starred at him before bursting out in laughter.

* * *

"Yeah Aunt May, I'm on my way home now, see you soon, love you too, bye." Spider-Man said as he was swinging home after tutoring Ed, Eddy and Harry. Spider-Man was hoping to make it quickly home tonight. But unnoticed to him, there was a man watching him through a pair of binoculars and holding a phone.

"He's here, set it in motion." The man said through the phone. On the receiving end of the call, there were two men with with ski-mask's holding up a jewelry store with people lying on the ground and bags of jewels in their hands. The men nodded to each other before running outside into a getaway car and taking off with a loud skid with the stores alarm system going off. Spider-Man looked down to see the jewel thieves taking off and started to chase after them.

"_Talk about a crook with bad timing."_ Spider-Man thought as he was gaining on the car. Inside the car the man on the passenger seat looked back and saw the web-slinger was catching up to them. He then took off his mask revealing himself to be Flint Marko.

"Great, he's on us!" Flint said to the other jewel thief who had taken off his mask and reveal himself to be Aleskei Sytsevich.

"Now not to fast, he looses us and there's no payday!" Flint said to his partner.

"Forget the payday! I want payback!" Aleskei said as they ran down the gate entrance to a garbage dump at the harbor. The car entered the building with Aleskei and Marko exiting the car and looking at the entrance for the wall-crawler hiding behind garbage trucks and holding crowbars. Unknowing to them, Spidey was actually on the roof looking down through the broken windows and could clearly see where the thieves are. Spider-Man then webbed his camera in the corner of the broken window so it could see everything.

"Alright, show time." Spider-Man said before dropping down and sneaking up on the two. Spider-Man then shot a web at Markos crowbar hand and yanked him over to him. Spidey then got a good look at Marko's face.

"Marko, man, how many time's do I have to take you down?" Spider-Man said before Marko got his crowbar hand free and swung it at Spidey, but of course he dodged right out of the way.

"And where's your charming partner?" Spider-Man said before he turned his head and saw Aleskei try to hit him with his crowbar, but Spider-Man of course jumped out of the way.

"Look, we got to stop meeting like this." Spidey said then kicking Marko on his back and webbed up both of Aleskei's hands and feet. Marko quickly got up and charged at the web-head.

"People are starting to talk." Spider-Man said jumping over Marko while grabbing him and throwing him onto the roof of their car.

"Mostly about what doofs you are." Spider-Man said while webbing Marko down to the getaway car so he won't escape. Spider-Man thought he was about done when suddenly his spider-sense started going off and turning his head to see some green light blasting him into a garbage truck and falling flat on the floor. Spider-Mans head was spinning, he could barely get up. He could barely make out the person standing right in front of him.

"I bet that came as a bit of a shocker to you." The man said looking down at the wall-crawler revealing a familiar western accent. Spider-Man looked up to see a man wearing a red and yellow suit. the yellow parts were on his shoulders, hands, boots, and mask, they also had black lines crossing them. He was wearing a green visor so Spider-Man couldn't make out his face. On his forearms were some kind of metal devices which probably caused the blast.

"Huh bug." The man said with Spider-Man then knowing who he is. He was the man flying the helicopter when Spidey was attacked after the Vulture.

"Well good, so will this." The man said before lifting his arm with a sudden green vibration pattern starting to charge around the metal devices. Spider-Man then jumped out of the way of the blast which destroyed the numerous garbage trucks behind him. The man then shot at Spider-Man again who was clinging to the ceiling. Spidey quickly kept moving out of the way of the blasts as he didn't want to be shocked again.

"Hold still son so I can put you out of your misery!" The man said as he stopped shooting.

"How about you put me out of my mystery! Your the guy with the helicopter, who are you!" Spider-Man asked hopping to get an answer.

"Call me, well, hows about, Shocker!" Shocker said before he again shot at Spider-Man. Spidey quickly dodged out of the way.

"Hows about toast!" Spider-Man said as he kicked Shocker, only to be knocked back by some kind of green vibration and land on his back. Shocker then approached the web-slinger.

"Either you got less kick then a three-legged mule, or this here suit does more then protect me from my own power." Shocker said before grabbing Spider-Man by the collar and lifting him off his feet.

"I guess clothes do make the man." Shocker said before blasting Spider-Man into a pile of garbage. Shocker then heard the sound of a roaring engine and looked behind himself to see Aleskei driving a garbage truck. Shocker quickly moved out the way to see Aleskei crash into Spider-Man and the pile of garbage. Aleskei then kicked the door open and hoped out of the truck.

"Did I get him!?" Aleskei asked Shocker.

"All you got, is on my nerves!" Shocker said before blasting Aleskei into the pile of garbage as well.

"Now stay outta this boy, the grown ups were talking." Shocker said before Spider-Man pounced on him from behind and grabbed hold of Shocker.

"Don't be to mad at Aleskei." Spider-Man said as Shocker tried to throw him off.

"He just get's cranky without his-" Spider-Man said before Shocker started to vibrate madly.

"Naaaaaaaaaaaap!" Spider-Man said before being tossed off and fell to the ground. Spider-Man then side swiped Shocker with his leg making Shocker fall to the ground as well.

"Impressive. You can sell yourself out as a kitty ride." Spider-Man said as he got back up.

"Thanks." Shocker said before turning his body and shooting Spider-Man into a giant trash compactor.

"But I already got a job I love." Shocker said as he got up and walked over to the platform and saw Spider-Man stuck in a pile of garbage struggling to get out. Shocker then shot a small vibration as the control panel making the machine start up and slowly compact the garbage with Spider-Man in it. Spider-Man tried even harder to get free but to no avail as the last thing he saw was Shocker looking at him while the lid to the trash compactor closed. A few seconds after, the machine popped out a giant cube make of garbage.

"That should satisfy the Big Man." Shocker said as he walked away.

"Extraction." Shocker said into an earpiece wanting to get out of there.

"Hey." Marko said still tied to the car gaining Shockers attention.

"A little help, please." Marko said struggling to get out of the web.

"Normally I'd leave you for the cops. But I'm in too good a mood." Shocker said before blasting Marko off the car and free of his restraints. Shocker then walked outside of the dump and only had to wait a few seconds before a helicopter appeared and dropped a ladder down to him. Shocker grabbed hold of it before the ladder retracted bringing him inside and flying away. Aleskei had gotten up and approached Marko who was still sitting down trying to get his head straight.

"Is he gone? Is he roadkill?" Aleskei asked Marko who then gotten up.

"He's gone lets book!" Marko said as he then started to run with Aleskei following behind him getting away from the building. A few seconds after they left, the cube of compacted garbage started to shake with Spider-Man then splitting it in half. Apparently there was a small opened refrigerator with enough room for Spidey to squeeze inside and close the door so he wouldn't be squashed. Spidey let out a couple of deep breathes as there was barely any breathing room in there.

"Man, talk about your tight spots." Spider-Man said as he got out of the refrigerator.

"But, I'm alive." Spidey said before he started sniffing the air before smelling his own costume and recoiling in disgust.

"And I reek!" Spider-Man said before jumping onto the roof of the building, grabbing his camera, his bag and swinging home.

* * *

**Sorry this took so long everyone! I'll try to get the next chapter done quicker! Please Review! **


	9. Ch9: Mocker

**Sorry for the long wait everyone, been busy, hope you enjoy!**

* * *

"Double-Dee are you wearing, perfume?" Betty Brant asked Double-Dee after sniffling a powerful aroma.

"It's a long story." Double-Dee said remembering last nights events of his alter-ego getting his butt handed to him on a silver platter.

"I here to just sell more pictures Betty." Double-Dee said taking out some more printed pictures from his pocket. All of them showing once again, getting his butt handed to him.

"Sure Double-Dee, but first you have to meet our chief editor." Betty said waving to an African-American man probably in his fifties wearing a red tie, collared button shirt and brown pants. He was going bald and had more than a few grey hairs. He started approaching towards Double-Dee.

"Betty who's this." The man asked extending his hand in the form of a friendly hand shake. Double-Dee happily complied.

"I'm Eddward, but everyone calls me Double-Dee." Double-Dee said.

"Right, the new photographer, I'm Joe Robertson but everyone calls me Robbie. Any new shots?" Robbie asked Double-Dee. Double-Dee then dug into his pocket and pulled out some fresh photos from last night. Robbie started to shuffle through the photos after Double-Dee handed them to him.

"Alright Double-Dee, the fact you've gotten photos of Spider-Man twice is remarkable, but the photos themselves." Robbie said giving the photos back to Double-Dee.

"You've got your camera on you." Robbie asked. Double-Dee then dug into his back pocket and took out a not exactly outdated camera, but not entirely a good one either.

"It's a little hard to keep her in focus." Double-Dee said handing his camera to Robbie. Robbie then took the camera and started inspecting it.

"Yep. This won't cut it. You wanna be a Bugle freelancer you take that money and invest it in a new camera, a serious one." Robbie said giving the camera back to Double-Dee just before Jonah comes right out of his office. Jonah approached Double-Dee and snatched the photo's right out of his hand and started to look over each one.

"Garbage, garbage, literally garbage." Jonah said as he tossed the photos on the floor while looking through them.

"Gar- wait- oh ho ho ho!" Jonah said as he looked at the picture of Spider-Man covered in trash with Shocker standing over him.

_"Why didn't I get rid of that one!"_ Double-Dee thought.

"Uh, wouldn't you want one where Spider-Mans winning?" Double-Dee said trying to change the jolly ones mind.

"HA, shows what you know, nobody loves a winner! The people want losers to make them feel better about themselves!" Jonah said dropping the rest of the photos and keeping the one of Spider-Mans embarrassing loss in his hand. Double-Dee quickly picked the dropped photos on the floor back into his hands. Jonah them started to sniffle before taking a big inhale right as Double-Dee stood back up.

"Whew! Little advice kid, perfume doesn't cut it. Tomato Juice, that's the only thing to use after being in a dump." Jonah said to the embarrassed Double-Dee.

* * *

_"Okay first things first, buy a better camera to take better pictures, which in turn will probably get me a contract with the Bugle, which in turn gets me more money to help Aunt May with the bills."_ Double-Dee thought as he approached an electronics store to buy a new camera. People walking on the sidewalk taking quick sniffs before moving far away from Double-Dee.

"_Is it really that bad?"_ Double-Dee thought before smelling himself and recoiling in disgust.

_"Yep, that bad."_ Double-Dee thought just as he approached an electronics store. Just as he tried to open the door, some worker appeared out of nowhere and locked it. He then started to shut the blinds in a hurry.

"Uh, I need to buy a new camera." Double-Dee said to the employee who was looking frantic.

"Were closed, go away!" The employee said quickly in a scared tone. Double-Dee then looked at the stores sign which had the opening hours. They wouldn't close for another hour.

"But the sign says you don't close for another hour." Double-Dee said to the employee.

"S-signs wrong! Come back tomorrow!" The employee said before completely shutting the blinds so no one could see what was happening inside.

_"Okay. Somethings up."_ Double-Dee said before walking casually into an alley and started to climb the wall of the electronics store.

_"Clerks only act like that when-"_ Double-Dee thought before climbing to the roof of the store and looking behind the store where the trucks deliver packages and sees two familiar faces putting heavy boxes into a truck.

_"Yup. And surprise, surprise, it's Aleksei and Marko."_ Double-Dee thought as he started to quickly take off his baggy clothing and slip into his costume. Both Aleskei and Marko were carrying a big cardboard box into the truck as they started talking.

"We gotta move fast! When the whole city learns Spideys dead, it'll be like Black Friday for us crooks!" Marco said as they hurried along with the box.

"I just wish I had done the Spider in myself." Aleskei said before he started sniffling.

"What it is that smell. its awful." Aleskei said.

"Aw man! Still!" Spider-Man said revealing himself to be hiding in the back of the truck.

"I washed this suit five times!" Spider-Man said before webbing both crooks hands to the heavy package and jumping on top of it.

"And now that you troglodytes have ratiocinated that the hearsay of my demise have been greatly exaggerated." Spider-Man said with the two crooks giving him a confused look as they didn't understand the sesquipedalian he just used.

"I'm not dead." Spider-Man said making them understand.

"Forget it, just tell Shocker I want a rematch." Spider-Man said before shooting a web-line.

"You can call the cops now." Spidey said to the employee before swinging away.

"I really, really hate that guy." Aleskei said to Marko.

"This is really, really getting heavy!" Marko said before him and Aleskei fell over from the weight of the box.

* * *

_"Probably should've taken pictures of me stopping those two, sigh, well can't do anything now."_ Double-Dee thought before opening the door to his house and entering. He saw his aunt looking at a couple of papers, probably bills in the dining room.

"Hey Aunt May." Double-Dee said getting her attention.

"Hello Eddward, I'll start dinner in just a second, after I pay a couple of bills, or at least deciding which bills to hold off paying." Aunt May said rubbing the back of her neck. Double-Dee then started to take the money he cashed from the bank out of his pocket.

"Well I-" Double-Dee cut himself off as he also took his camera out of his pocket.

_"We need the money now. But I also need the money for a better camera. Without a better one, I might never be able to get a contract with the Bugle. Which means I'll have to keep bargaining with Jonah." _ Double-Dee thought in his mind about his situation. He slowly started to put the cash and his camera back in his pocket.

"Would probably hold off on the, gas bill?" Double-Dee said unsure of what to say next. Aunt May then let out a sigh.

"I feel like banana cake, how about you?" Aunt May asked Double-Dee.

"Uh, no thanks, I think I'm just gonna turn in early." Double-Dee said not feeling hungry after what he just did.

"No banana cake, ok dear, goodnight." Aunt May said before turning her head back to the bills.

"Goodnight Aunt May." Double-Dee said before giving her a kiss on the head and heading upstairs to his room.

_"She shouldn't have to go through this. All because of what I did. And I kept the money, like an ungrateful nephew would. Whats wrong with you Double-Dee." _Double-Dee thought before entering his room and locking the door and changing into his costume for another night of patrol.

* * *

As Spidey swung through the air his thoughts kept heading back to the upcoming fall formal dance.

_"Aunt May, Eddy, and even Harry keep bugging me to go. But if I show up without a date Kevin and his oh so terrific fellow popular pack will make fun of me. And I can really do without that." _ Spidey thought while doing a nose dive towards the street and shooting a web-line and swinging up before hitting the ground.

"_Wonder if I can ask Marie-Jane?"_ He thought before settling on a gargoyle.

"_Nah, don't want to make things weird between her and I. I mean she's cute. Okay more than that, she's beautiful. But, I don't know."_ Spidey thought before continuing his patrol.

_"It's gotta be someone else." _Spider-Man thought trying to figure out who to take, if they said yes.

_"Someone who I know likes me."_ Spidey thought before swinging pass the Daily Bugle.

_"Of course! Why didn't I think of it sooner! I could ask Betty!" _Spider-Man thought.

_"I'm sure she'll say yes. Probably. If I ask her as a friend."_ Spidey thought before getting back to searching for crime.

* * *

"Well this should make Robbie happy." Double-Dee said to himself as he zoomed in on the Daily Bugle building with a new camera in his hands. Double-Dee had bought it just a few hours ago, before school started. He had to say, this new camera was really working out well.

"And if I happen to run into-" Double-Dee was cut off from his sentence from the shock of seeing Betty Brant buying a hot dog from a food cart. She was wearing a dark blue blouse with black jeans and black flats.

"Betty!" Double-Dee said in shock. Betty smiled as she saw Double-Dee.

"Hey Double-Dee, great timing. Hold this." Betty said then giving Double-Dee the hot dog and grabbing a bottle of mustard.

"So we should do this more often." Double-Dee jokes making Betty giggle while she took back her food.

"Uh, Betty there's something I-I want to ask you." Double-Dee said suddenly getting nervous.

"Yeah?" Betty said.

"Uh, we-we have a lot in common." Double-Dee said not sure where he was going.

"Like, for example we like condiments. On our food." Double-Dee said with Betty then raising an eyebrow.

"We both work for Jolly-Old-Jonah." Double-Dee said rubbing the back of his neck.

"And, uh, anyway. I was wondering if you." Double-Dee said struggling to say the next sentence as he was on edge.

"If I?" Betty said wondering what he was about to ask.

"If you'd like to go to my high schools fall formal dance? With me." Double-Dee said finally getting the question out. Betty had a surprised look on her face from the question the teenager just asked.

"As-as friends of course!" Double-Dee said trying to not make it as awkward as it is.

"Double-Dee, it's a very sweet offer but, don't you think I'm a little too old for you." Betty said.

"It's just a dance. A little rock and roll." Double-Dee said trying to change her mind. Just before another word could be spoken the ground started to shake making some people stop in their tracks. Car alarms could be heard going off after the tremor.

"Didn't mean it like that." Double-Dee said before he and Betty rushed back into the Daily Bugle and headed to the top floor to get information on what just happened. When the elevator doors opened you can see the staff huddling around Robbie as he gave people different jobs.

"Lee get me damage reports! Foswell, take the science angle! Manhattan is not known for earthquakes and that was the third tremor in the last hour!" Robbie said giving orders.

_"Tremor, or Shocker." _Double-Dee thought before sneaking to an empty desk and searching the locations of the tremors. The computer showed three dots on the west side of Manhattan.

_"epicenters equally spaced, a straight line heading uptown. I knew it, these aren't quakes! They're Shockers trail of bread crumbs for me! And I think I know where he's headed."_ Double-Dee thought as he punched in a few keys to find out where he should go.

* * *

Spider-Man swung quickly to get to place where Shocker was calling him out. Apparently it was a condemned opera house which had shut down years ago. Spidey landed on the roof and found a way inside to the giant, creepy looking room. Spider-Man lowered himself from the ceiling, hanging upside down from a web.

"Here Shocky, Shocky, Shocky." Spider-Man said before his spider-sense started ringing, warning him of the supervillian standing behind him. Before Spider-Man could react, he was blown away by the blast from Shockers gauntlets into the audience chairs.

"Thought I ended you boy." Shocker said as he glared at the wall-crawler struggling to get up.

"But you have more lives than a bag of cats. Still, figure we could remedy that situation." Shocker said before he again blasted at Spider-Man. Spidey didn't have time to react as he could still not get up. He was blasted once more into the audience chairs and crashed into the wall. Shocker quickly approached the web-slinger stuck in the wall and raised both of his arms.

"One more at close range outta do it." Shocker said as he charged up his gauntlets. Spider-Man swiftly jumped out of the way and clung to the roof. Spidey then shot web-lines with both arms at the rows of chairs and yanked back with some of his might. The chairs ripped out of their spots and came flying towards Shocker. Shocker then blasted the chairs to pieces before they hit him and resumed shooting at Spider-Man. Spidey rapidly dodged all of the blasts while bouncing all over the room.

"I do admire your spunk son." Shocker said after he had stopped shooting.

"Thanks." Spider-Man said.

"Not enough to let you go though." Shocker said.

"Ah." Spidey said with disappointment.

"Sorry, that would just be bad for business." Shocker said before she started shooting at Spider-Man again. Spidey quickly got out of the way of the blasts.

"Who's business?" Spider-Man asked.

"Can't tell you the who." Shocker said.

"Then tell me the why! What your friendly neighborhood Spider-Man ever do to you?!" Spidey asked hoping to get some sort of answer.

"Aw, ain't nothing personal hos. Thing is if a mans a man, he honors his responsibilities. And your one of mine!" Shocker said before he restarted shooting at the wall-crawler. Spider-Man swiftly avoided the blasts and and shot several web-pellets at Shockers visor, covering his eyes. Spidey then shot a web-line at a single chain holding a chandelier right above Shockers head.

"Don't you start lecturing me about responsibility." Spider-Man quietly whispered to himself angrily before he yanked the chain off the chandelier, sending it hurtling downwards at Shocker. The supervillian ripped off the webbing just in time to see the decorative light-fixture about to hit him. Shocker quickly ducked his head as his suit protected him from the falling ornament, destroying it and leaving it in shards. Shocker then restarted shooting at Spider-Man again. Spidey quickly moved out of the way for the blast of Shockers gauntlet to hit a pillar and destroy it. Spider-Man then looked at the destroyed pillar and started to look around the room at many more pillars.

"Well, the place is condemned." Spidey said formulating a plan. he then shot a web-line at the stage curtain and ripped it off so it would cover Shockers head. Shocker then blasted away the curtain and glared at the wall-crawler.

"You know it really ain't wise to make a dangerous man look foolish!" Shocker said before he started shooting at Spidey.

"You don't need my help for that! You look in a mirror lately! Your like a walking ad for grandmas sweaters!" Spider-Man said getting in front of pillars so Shocker could destroy them.

"And talk about incompetent! You've had more shots at me then Marco and Aleksei! And done about as well!" Spider-Man said getting him more agitated.

"Those boys are punks! This is my profession!" Shocker said getting more angry and shooting more wildly.

"You do this for a living!? With that accent, I was thinking rodeo clown!" Spider-Man said hiding behind a pillar.

"DON'T. YOU. MOCK. ME. BOY!" Shocker said shooting at the pillar Spidey hid behind. Spidey remained unscathed as he was holding onto a giant piece of the pillar that was flying in the air from the blast.

"I mock. I'm a mocker." Spider-Man said before shooting web-lines at two remaining pillars.

"Also a jokester, a trickster, a jester." Spidey said then yanking on the web-lines, destroying the pillars and causing the building to shake. Spidey quickly hid behind the theater stage so he wouldn't get hurt.

_"Shocker's suit should keep him from getting killed by the rubble. Knocked unconscious is another story." _Spider-Man thought not at all worried for the supervillian. Shocker looked around in horror as the opera house was collapsing on him. He started to run before a piece of rubble blocked his way. Shocker then looked up to see piles of rubble about to bury him. The villains suit started to protect him from the building before everything started to cover him as he let out an angry yell. Soon the only thing left standing was the theater stage that Spidey had hid in. Spider-Man then walked to the front of the stage.

"And that is what they call bringing down the house." Spider-Man said then taking a bow as if the audience was cheering for him. Spidey then started to search the rubble for Shocker, hoping he was alive. He had soon found him unconscious completely unharmed. Spider-Man then removed the gauntlets and left him webbed up to a street light for the police to pick him up. After a quick call to the police Spider-Man then swung home to get as little rest as he would get.

* * *

"Good night dad." Harry said to his father who was in his study looking at his computer. The room was bigger than Double-Dee's house, filled with works of art, dozens of bookshelves with hundreds of books, a outside deck with a clear view of Manhattan and a course a desk with only Normans computer on it.

"Close the door Harry." Norman said harshly to his son who then had a sad look on his face and left the room. Norman then opened up a screen on his computer that showed a man who was covered in the shadows.

"On to business." Norman said.

"Yes, as I said before the Spider-Man has become a nuisance to my empire. I'd like for him to be taken care of." The man said to Norman.

"And what does that have to do with me?" Norman said as if he was getting bored.

"Given that you've gave us that tip of the TriCorp shipment which contain Vibro-Shock Gauntlets, I thought you wanted Spider-Man dead." The man said.

"I couldn't care less about Spider-Man. TriCorp is my competitor in the super-mercenary business, if their prototypes go missing, everybody wins." Norman said explaining his actions.

"Well anyhow, I have a proposition." The man said gaining Normans attention.

"When Spider-Man battles the likes of the Vulture, Electro, or even our Shocker, he's to busy to interfere with my empire. We would like to hire you to create more, lets call them, super villains." The man said.

"Whats in it for me?" Norman asked.

"Ample funding. And a ready supply of human guinea pigs for your more, questionable experiments." The man said getting Norman to make a sly smile.

* * *

"So are you coming to the dance or are you coming to the dance?" Harry asked Double-Dee as they sit next to each other at lunch with Ed n Eddy. Double-Dee was wearing an over sized black sweatshirt with a picture of Einstein on it sticking his tongue out. He was also wearing brown pants with black hi-top Vans and of course his signature black beanie.

"Yes Harry, I am coming to the dance." Double-Dee said slightly annoyed to one of his best friends. Harry was wearing a blue collared shirt with the sleeves rolled up, black jeans and brown Steve Madden shoes. Eddy was wearing an Escapism hoodie with dark blue jeans and Nike's. Ed was wearing a Metallica tank top, black jeans and red Converse.

"You guys?" Harry asked Ed n Eddy.

"You know it. Ladies are already lining up to get with yours truly." Eddy said as he then winked at a couple of girls passing their table. The girls simply looked at him for second.

"Ew." The girls said simultaneously and walked off. Eddy turned around back to his group and would see them starting to laugh.

"Well, those girls don't know what their missing." Eddy said brushing off the girls insult.

"You know, if the girls lining up don't suit you. You could ask Lee." Harry said making Eddy go wide eye.

"NO WAY!" Eddy screamed causing some people to turn their heads to look at them.

"Jeez Eddy, calm down." Harry said just as people turned back around to continue their business.

"There is no way I would ever go out with a Kanker!" Eddy said slamming his fist on the table.

"Right Lumpy!?" Eddy asked Ed who was eating his lunch.

"Right Eddy!" Ed said probably not sure what he was asking.

"Sockhead!?" Eddy asked Double-Dee.

"Uh, yeah, sure, whatever you say Eddy." Double-Dee said making Eddy nod his head.

"Well, in case you guys were wondering. I'm going to the dance with Glory Grant." Harry said looking over to the popular table and waving to a African-American girl who waved back.

"Hey guys." A female voice said causing Double-Dee to raise his head and see it was Nazz.

"Hey Nazz." Harry greeted.

"Sup Nazz." Eddy said.

"Hiya Nazz!" Ed said as he ran up and gave her a big hug as he did to all his friends.

"Great to see you to Ed." Nazz wheezed out from Eds super strong hug.

"Hi Nazz." Double-Dee said nervously.

"Is it okay if I sit with you guys?" Nazz asked the group of boys.

"Sure." Harry said not having any problem with her sitting with them.

"Go right ahead." Eddy said nonchalantly.

"The-the more the merrier." Double-Dee nervously said while scooting over so Nazz can have a place to sit.

"So, uh, Nazz. Why aren't you sitting with the in-crowd as usual?" Double-Dee said looking over to the table that had Kevin, Rolf, Lee, May, Sarah, Jimmy, Glory and a few jocks and cheerleaders.

"One, its a little awkward if I sit there since me and Kev broke up. Two, most of the jocks and cheerleaders are jerks and I've just about had it. Three, you guys look like you know how to party." Nazz said counting reasons.

"Yeah, we're clearly the kind of guys that party all night." Double-Dee joked. To Double-Dee, the rest of the school day seemed to fly by in a flash.

* * *

_"Why can't good guys have minions?" _Spider-Man thought to himself as he was swinging through the air with grace.

_"There's nothing coherently evil about minions."_ Spidey thought.

_"And I can sure as heck use the help."_ Spider-Man thought as he jumped onto the roof of a building.

_"Aw man, the fall formals only a few days away. And I haven't gotten Betty to say yes yet."_ Spider-Man thought thinking of his problem. Just before he was about to call it a night a security alarm started sounding off in the distance. Spidey quickly jumped off the roof and started to swing to where the noise was coming from. Spider-Man had just about gotten there to see Flint Marko exiting a bank. The glass doors were destroyed and a bag of what probably had money in it in his hands. Spider-Man lowered himself from a web to confront the not really dangerous thug.

"Marko, really, now this is just getting tiresome. Where's your partner?" Spidey questioned Marko who then grew a smile on his face and then started to chuckle.

"Ha, don't think I'll be needing a partner anymore." Marko said before dropping the bags. Spider-Mans spider-sense then started to ring off the hook. Markos hand then turned into what appeared to be sand and grew in size. Marko then threw a punch to Spider-Mans, knocking him down. Spidey quickly shook it off and got up to see Marko charging at him with his leg turning into sand and kicking Spider-Man back further.

"Uh." Spider-Man said as he slowly got up to his feet.

"What just-" Spider-Man said.

"Happened. I happened. **SANDMAN HAPPENED!**" Sandman said before he charged at the wall-crawler.

* * *

**Alright, sorry this chapter took so long. But I'm back! Enjoy, fav and review please!  
**


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